10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 ____________________________________________________

FORM 10-Q

 ____________________________________________________ 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended July 8, 2012

Commission File Number: 1-9390

 ____________________________________________________ 

JACK IN THE BOX INC.

(Exact name of registrant as specified in its charter)

 ____________________________________________________

DELAWARE	95-2698708
(State of Incorporation)	(I.R.S. Employer Identification No.)
9330 BALBOA AVENUE, SAN DIEGO, CA	92123
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (858) 571-2121

  ____________________________________________________

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes  þ    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes  þ    No   ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	þ	Accelerated filer	¨
Non-accelerated filer	¨  (Do not check if a smaller reporting company)	Smaller reporting company	¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes  ¨    No  þ

As of the close of business August 3, 2012, 44,579,115 shares of the registrant’s common stock were outstanding.

JACK IN THE BOX INC. AND SUBSIDIARIES

INDEX

		Page
	PART I – FINANCIAL INFORMATION
Item 1.	Condensed Consolidated Financial Statements (Unaudited):
	Condensed Consolidated Balance Sheets	3
	Condensed Consolidated Statements of Earnings	4
	Condensed Consolidated Statements of Cash Flows	5
	Notes to Condensed Consolidated Financial Statements	6
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	16
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	26
Item 4.	Controls and Procedures	27
	PART II – OTHER INFORMATION
Item 1.	Legal Proceedings	28
Item 1A.	Risk Factors	28
Item 5.	Other Information	28
Item 6.	Exhibits	29
	Signature	30

2

PART I. FINANCIAL INFORMATION

ITEM 1.        CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JACK IN THE BOX INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except per share data)

(Unaudited)

	July 8, 2012			October 2, 2011
ASSETS
Current assets:
Cash and cash equivalents	$	10,815		$	11,424
Accounts and other receivables, net	84,899			86,213
Inventories	36,997			38,931
Prepaid expenses	32,175			18,737
Deferred income taxes	44,166			45,520
Assets held for sale and leaseback	62,400			51,793
Other current assets	517			1,793
Total current assets	271,969			254,411
Property and equipment, at cost	1,532,655			1,518,799
Less accumulated depreciation and amortization	(707,105		)	(663,373		)
Property and equipment, net	825,550			855,426
Goodwill	140,470			105,872
Other assets, net	241,099			216,613
	$	1,479,088		$	1,432,322
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Current maturities of long-term debt	$	21,400		$	21,148
Accounts payable	67,541			94,348
Accrued liabilities	176,766			167,487
Total current liabilities	265,707			282,983
Long-term debt, net of current maturities	430,441			447,350
Other long-term liabilities	340,376			290,723
Deferred income taxes	5,310			5,310
Stockholders’ equity:
Preferred stock $0.01 par value, 15,000,000 shares authorized, none issued	—			—
Common stock $0.01 par value, 175,000,000 shares authorized, 75,600,656 and 74,992,487 issued, respectively	756			750
Capital in excess of par value	215,539			202,684
Retained earnings	1,108,194			1,063,020
Accumulated other comprehensive loss, net	(115,776		)	(95,940		)
Treasury stock, at cost, 31,072,631 and 30,746,099 shares, respectively	(771,459		)	(764,558		)
Total stockholders’ equity	437,254			405,956
	$	1,479,088		$	1,432,322

See accompanying notes to condensed consolidated financial statements.

3

JACK IN THE BOX INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

(In thousands, except per share data)

(Unaudited)

	Quarter						Year-to-Date
	July 8, 2012			July 10, 2011			July 8, 2012			July 10, 2011
Revenues:
Company restaurant sales	$	285,376		$	326,033		$	940,281		$	1,084,182
Distribution sales	138,839			125,704			473,779			393,753
Franchise revenues	77,605			67,542			247,105			211,194
	501,820			519,279			1,661,165			1,689,129
Operating costs and expenses, net:
Company restaurant costs:
Food and packaging	92,155			110,596			309,172			359,725
Payroll and employee benefits	81,806			96,723			274,875			329,235
Occupancy and other	64,316			78,100			214,751			259,896
Total company restaurant costs	238,277			285,419			798,798			948,856
Distribution costs	138,839			126,063			473,779			395,242
Franchise costs	38,604			31,589			126,459			101,268
Selling, general and administrative expenses	52,566			51,344			172,780			170,854
Impairment and other charges, net	15,181			2,101			24,606			10,191
Gains on the sale of company-operated restaurants	(3,733		)	(10,190		)	(18,933		)	(38,940		)
	479,734			486,326			1,577,489			1,587,471
Earnings from operations	22,086			32,953			83,676			101,658
Interest expense, net	4,371			4,016			14,962			12,573
Earnings before income taxes	17,715			28,937			68,714			89,085
Income taxes	6,123			10,192			23,540			31,138
Net earnings	$	11,592		$	18,745		$	45,174		$	57,947
Net earnings per share:
Basic	$	0.26		$	0.39		$	1.03		$	1.15
Diluted	$	0.26		$	0.38		$	1.01		$	1.13
Weighted-average shares outstanding:
Basic	44,156			48,498			43,975			50,435
Diluted	45,153			49,252			44,892			51,225

See accompanying notes to condensed consolidated financial statements.

4

JACK IN THE BOX INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Dollars in thousands)

(Unaudited)

	Year-to-Date
	July 8, 2012			July 10, 2011
Cash flows from operating activities:
Net earnings	$	45,174		$	57,947
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization	74,210			74,342
Deferred finance cost amortization	2,068			1,954
Deferred income taxes	(2,314		)	(7,771		)
Share-based compensation expense	5,001			6,755
Pension and postretirement expense	26,853			18,343
Gains on cash surrender value of company-owned life insurance	(8,781		)	(8,287		)
Gains on the sale of company-operated restaurants	(18,933		)	(38,940		)
Gains on the acquisition of franchised-operated restaurants	—			(426		)
Losses on the disposition of property and equipment, net	3,762			6,084
Impairment charges	2,765			1,684
Changes in assets and liabilities, excluding acquisitions and dispositions:
Accounts and other receivables	(2,891		)	(14,198		)
Inventories	1,934			(754		)
Prepaid expenses and other current assets	(12,346		)	2,453
Accounts payable	(5,395		)	(3,071		)
Accrued liabilities	13,210			4,950
Pension and postretirement contributions	(9,998		)	(3,522		)
Other	(2,737		)	(5,527		)
Cash flows provided by operating activities	111,582			92,016
Cash flows from investing activities:
Purchases of property and equipment	(56,205		)	(99,485		)
Purchases of assets held for sale and leaseback	(31,565		)	(17,442		)
Proceeds from the sale of assets held for sale and leaseback	18,457			25,753
Proceeds from the sale of company-operated restaurants	29,253			76,915
Collections on notes receivable	10,198			20,014
Disbursements for loans to franchisees	(3,976		)	(7,582		)
Acquisitions of franchise-operated restaurants	(48,262		)	(22,077		)
Other	315			2,170
Cash flows used in investing activities	(81,785		)	(21,734		)
Cash flows from financing activities:
Borrowings on revolving credit facility	444,380			543,000
Repayments of borrowings on revolving credit facility	(445,104		)	(453,000		)
Principal repayments on debt	(15,933		)	(8,549		)
Debt issuance costs	(741		)	(989		)
Proceeds from issuance of common stock	7,096			4,260
Repurchases of common stock	(6,901		)	(138,050		)
Excess tax benefits from share-based compensation arrangements	525			883
Change in book overdraft	(13,728		)	(16,418		)
Cash flows used in financing activities	(30,406		)	(68,863		)
Net increase (decrease) in cash and cash equivalents	(609		)	1,419
Cash and cash equivalents at beginning of period	11,424			10,607
Cash and cash equivalents at end of period	$	10,815		$	12,026

See accompanying notes to condensed consolidated financial statements.

5

JACK IN THE BOX INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

1. BASIS OF PRESENTATION

Nature of operations — Founded in 1951, Jack in the Box Inc. (the “Company”) operates and franchises Jack in the Box^® quick-service restaurants and Qdoba Mexican Grill^® (“Qdoba”) fast-casual restaurants in 44 states. The following table summarizes the number of restaurants as of the end of each period:

	July 8, 2012	July 10, 2011
Jack in the Box:
Company-operated	586	735
Franchise	1,661	1,485
Total system	2,247	2,220
Qdoba:
Company-operated	304	229
Franchise	310	335
Total system	614	564

References to the Company throughout these Notes to Condensed Consolidated Financial Statements are made using the first person notations of “we,” “us” and “our.”

Basis of presentation — The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”). In our opinion, all adjustments considered necessary for a fair presentation of financial condition and results of operations for these interim periods have been included. Operating results for one interim period are not necessarily indicative of the results for any other interim period or for the full year.

These financial statements should be read in conjunction with the consolidated financial statements and related notes contained in our Annual Report on Form 10-K for the fiscal year ended October 2, 2011. The accounting policies used in preparing these condensed consolidated financial statements are the same as those described in our Form 10-K.

Principles of consolidation — The condensed consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries and the accounts of any variable interest entities where we are deemed the primary beneficiary. All significant intercompany transactions are eliminated. For information related to the variable interest entity included in our condensed consolidated financial statements, refer to Note 11, Variable Interest Entities.

Fiscal year — Our fiscal year is 52 or 53 weeks ending the Sunday closest to September 30. Fiscal years 2012 and 2011 include 52 weeks. Our first quarter includes 16 weeks and all other quarters include 12 weeks. All comparisons between 2012 and 2011 refer to the 12-weeks (“quarter”) and 40-weeks (“year-to-date”) ended July 8, 2012 and July 10, 2011, respectively, unless otherwise indicated.

Use of estimates — In preparing the condensed consolidated financial statements in conformity with U.S. GAAP, management is required to make certain assumptions and estimates that affect reported amounts of assets, liabilities, revenues, expenses and the disclosure of contingencies. In making these assumptions and estimates, management may from time to time seek advice and consider information provided by actuaries and other experts in a particular area. Actual amounts could differ materially from these estimates.

2. SUMMARY OF REFRANCHISINGS, FRANCHISE DEVELOPMENT AND ACQUISITIONS

Refranchisings and franchise development — The following is a summary of the number of Jack in the Box restaurants sold to franchisees, the number of restaurants developed by franchisees and the related gains and fees recognized (dollars in thousands):

6

	Quarter						Year-to-Date
	July 8, 2012			July 10, 2011			July 8, 2012			July 10, 2011
Restaurants sold to franchisees	18			112			55			226
New restaurants opened by franchisees	7			12			36			40
Initial franchise fees	$	933		$	5,130		$	3,423		$	11,009
Proceeds from the sale of company-operated restaurants (1)	$	7,289		$	27,327		$	29,253		$	76,915
Net assets sold (primarily property and equipment)	(2,586		)	(16,372		)	(8,419		)	(36,244		)
Goodwill related to the sale of company-operated restaurants	(199		)	(556		)	(851		)	(1,522		)
Other	(771		)	(209		)	(1,050		)	(209		)
Gains on the sale of company-operated restaurants	$	3,733		$	10,190		$	18,933		$	38,940

____________________________

(1) Amounts in 2012 include additional proceeds of $0.2 million in the quarter and $2.3 million year-to-date recognized upon the extension of the underlying franchise and lease agreements related to restaurants sold in a prior year.

Franchise acquisitions — During fiscal 2012 and 2011, we acquired Qdoba franchise restaurants in select markets where we believe there is continued opportunity for restaurant development. We account for the acquisition of franchised restaurants using the acquisition method of accounting for business combinations. The purchase price allocations were based on fair value estimates determined using significant unobservable inputs (Level 3). The goodwill recorded primarily relates to the sales growth potential of the markets acquired. The following table provides detail of the combined allocations in each period (dollars in thousands):

	Year-to-Date
	July 8, 2012			July 10, 2011
Restaurants acquired from franchisees	45			24
Property and equipment	$	12,330		$	4,858
Reacquired franchise rights	604			280
Liabilities assumed	(121		)	(74		)
Goodwill	35,449			17,439
Gain on the acquisition of franchise-operated restaurants	—			(426		)
Total consideration	$	48,262		$	22,077

3. FAIR VALUE MEASUREMENTS

Financial assets and liabilities — The following table presents the financial assets and liabilities measured at fair value on a recurring basis at the end of each period (in thousands):

	Total			Quoted Prices in Active Markets for Identical Assets (Level 1) (3)			Significant Other Observable Inputs (Level 2) (3)			Significant Unobservable Inputs (Level 3)
Fair value measurements as of July 8, 2012:
Interest rate swaps (Note 4) (1)	$	(2,564	)	$	—		$	(2,564	)	$	—
Non-qualified deferred compensation plans (2)	(38,151		)	(38,151		)	—			—
Total liabilities at fair value	$	(40,715	)	$	(38,151	)	$	(2,564	)	$	—
Fair value measurements as of October 2, 2011:
Interest rate swaps (Note 4) (1)	$	(2,682	)	$	—		$	(2,682	)	$	—
Non-qualified deferred compensation plan (2)	(34,288		)	(34,288		)	—			—
Total liabilities at fair value	$	(36,970	)	$	(34,288	)	$	(2,682	)	$	—

____________________________

(1) We entered into interest rate swaps to reduce our exposure to rising interest rates on our variable debt. The fair values of our interest

7

rate swaps are based upon Level 2 inputs which include valuation models as reported by our counterparties. The key inputs for the valuation models are quoted market prices, interest rates and forward yield curves.

(2) We maintain an unfunded defined contribution plan for key executives and other members of management excluded from participation in our qualified savings plan. The fair value of this obligation is based on the closing market prices of the participants’ elected investments.

(3) We did not have any transfers in or out of Level 1 or Level 2.

The fair values of the Company’s debt instruments are based on the amount of future cash flows associated with each instrument discounted using the Company’s borrowing rate. At July 8, 2012, the carrying value of all financial instruments was not materially different from fair value, as the interest rates on variable rate debt approximated rates currently available to the Company. The estimated fair values of our capital lease obligations approximated their carrying values as of July 8, 2012.

Non-financial assets and liabilities — The Company’s non-financial instruments, which primarily consist of property and equipment, goodwill and intangible assets, are reported at carrying value and are not required to be measured at fair value on a recurring basis. However, on a periodic basis (at least annually for goodwill and semi-annually for property and equipment) or whenever events or changes in circumstances indicate that their carrying value may not be recoverable, non-financial instruments are assessed for impairment. If applicable, the carrying values of the assets are written down to fair value.

In connection with our property and equipment impairment reviews during the 40-weeks ended July 8, 2012, eight Jack in the Box restaurants determined to be underperforming or which we intend to close having a carrying amount of $2.7 million were written down to their implied fair value of $0.5 million, resulting in an impairment charge of $2.2 million. To determine fair value, we used the income approach, which assumes that the future cash flows reflect current market expectations. The future cash flows are generally based on the assumption that the highest and best use of the asset is to sell the store to a franchisee (market participant). These fair value measurements require significant judgment using Level 3 inputs, such as discounted cash flows, which are not observable from the market, directly or indirectly. Refer to Note 5, Impairment, Disposition of Property and Equipment, Restaurant Closing Costs and Restructuring, for additional information regarding impairment charges.

4. DERIVATIVE INSTRUMENTS

Objectives and strategies — We are exposed to interest rate volatility with regard to our variable rate debt. To reduce our exposure to rising interest rates, in August 2010, we entered into two interest rate swap agreements that effectively convert $100.0 million of our variable rate term loan borrowings to a fixed-rate basis from September 2011 through September 2014.

Financial position — The following derivative instruments were outstanding as of the end of each period (in thousands):

	July 8, 2012				October 2, 2011
	Balance Sheet Location	Fair Value			Balance Sheet Location	Fair Value
Derivatives designated as hedging instruments:
Interest rate swaps (Note 3)	Accrued liabilities	$	(2,564	)	Accrued liabilities	$	(2,682	)
Total derivatives		$	(2,564	)		$	(2,682	)

Financial performance — The following is a summary of the accumulated other comprehensive income (“OCI”) gain or loss activity related to our interest rate swap derivative instruments (in thousands):

	Location of Loss in Income	Quarter						Year-to-Date
		July 8, 2012			July 10, 2011			July 8, 2012			July 10, 2011
Loss recognized in OCI (Note 9)	N/A	$	(264	)	$	(1,936	)	$	(883	)	$	(746	)
Loss reclassified from accumulated OCI into income (Note 9)	Interest expense, net	$	304		$	—		$	1,001		$	—

Amounts reclassified from accumulated OCI into interest expense represent payments made to the counterparty for the effective portions of the interest rate swaps. During the periods presented, our interest rate swaps had no hedge ineffectiveness.

8

5. IMPAIRMENT, DISPOSITION OF PROPERTY AND EQUIPMENT, RESTAURANT CLOSING COSTS AND RESTRUCTURING

Impairment and other charges, net in the accompanying condensed consolidated statements of earnings is comprised of the following (in thousands):

	Quarter				Year-to-Date
	July 8, 2012		July 10, 2011		July 8, 2012		July 10, 2011
Impairment charges	$	656	$	517	$	2,765	$	1,684
Losses on the disposition of property and equipment, net	904		660		3,762		6,084
Costs of closed restaurants (primarily lease obligations) and other	2,337		924		5,270		2,423
Restructuring costs	11,284		—		12,809		—
	$	15,181	$	2,101	$	24,606	$	10,191

Impairment— When events and circumstances indicate that our long-lived assets might be impaired and their carrying amount is greater than the undiscounted cash flows we expect to generate from such assets, we recognize an impairment loss as the amount by which the carrying value exceeds the fair value of the assets. We typically estimate fair value based on the estimated discounted cash flows of the related asset using marketplace participant assumptions. Impairment charges in 2012 primarily represent charges to write down the carrying value of five underperforming Jack in the Box restaurants and three Jack in the Box restaurants we intend to or have closed.

Disposition of property and equipment — We also recognize accelerated depreciation and other costs on the disposition of property and equipment. When we decide to dispose of a long-lived asset, depreciable lives are adjusted based on the estimated disposal date, and accelerated depreciation is recorded. Other disposal costs primarily relate to charges from our ongoing re-image and logo program and normal capital maintenance activities.

Restaurant closing costs consist of future lease commitments, net of anticipated sublease rentals and expected ancillary costs. Total accrued restaurant closing costs, included in accrued liabilities and other long-term liabilities, changed as follows (in thousands):

	Quarter						Year-to-Date
	July 8, 2012			July 10, 2011			July 8, 2012			July 10, 2011
Balance at beginning of period	$	20,167		$	22,163		$	21,657		$	25,020
Additions and adjustments	1,801			379			3,713			1,163
Cash payments	(1,649		)	(1,661		)	(5,051		)	(5,302		)
Balance at end of quarter	$	20,319		$	20,881		$	20,319		$	20,881

Additions and adjustments in all periods primarily relate to revisions to certain sublease and cost assumptions.

Restructuring costs — During fiscal 2012, we have been engaged in a comprehensive review of our organization structure, including evaluating opportunities for outsourcing, restructuring of certain functions and workforce reductions. As part of these cost-saving initiatives, we announced a voluntary early retirement program (“VERP”) to eligible employees and initiated workforce reductions. Restructuring costs consist primarily of pension and employee termination costs related to the VERP offered by the Company. The following is a summary of these costs in each period (in thousands):

	Quarter				Year-to-Date
	July 8, 2012		July 10, 2011		July 8, 2012		July 10, 2011
Enhanced pension benefits	$	6,167	$	—	$	6,167	$	—
Severance costs	3,972		—		5,497		—
Other	1,145		—		1,145		—
	$	11,284	$	—	$	12,809	$	—

Refer to Note 7, Retirement Plans, for further information regarding the costs associated with enhanced pension benefits. Total accrued severance costs related to our restructuring activities are included in accrued liabilities and changed as follows in each period (in thousands):

9

	Quarter					Year-to-Date
	July 8, 2012			July 10, 2011		July 8, 2012			July 10, 2011
Balance at beginning of period	$	1,525		$	—	$	—		$	—
Additions	3,972			—		5,497			—
Cash payments	(2,826		)	—		(2,826		)	—
Balance at end of quarter	$	2,671		$	—	$	2,671		$	—

As part of the ongoing review of our organization structure, we expect to incur additional charges related to this activity; however, we are unable to reasonably estimate the additional costs at this time.

6. INCOME TAXES

The income tax provisions reflect year-to-date effective tax rates of 34.3% in 2012 and 35.0% in 2011. The final annual tax rate cannot be determined until the end of the fiscal year; therefore, the actual 2012 rate could differ from our current estimates.

At July 8, 2012, our gross unrecognized tax benefits associated with uncertain income tax positions were $0.9 million, which if recognized would favorably impact the effective income tax rate. The gross unrecognized tax benefits increased by $0.3 million from the end of fiscal year 2011 based on a preliminary assessment of a state income tax audit. It is reasonably possible that changes to the gross unrecognized tax benefits will be required within the next twelve months due to the possible settlement of state tax audits.

The major jurisdictions in which the Company files income tax returns include the United States and states in which we operate that impose an income tax. The federal statutes of limitations have not expired for fiscal years 2009 and forward. The statutes of limitations for California and Texas, which constitute the Company’s major state tax jurisdictions, have not expired for fiscal years 2001 and 2007, respectively, and forward. Generally, the statutes of limitations for the other state jurisdictions have not expired for fiscal years 2009 and forward.

7. RETIREMENT PLANS

Defined benefit pension plans — We sponsor a defined benefit pension plan (our “Primary Plan”) covering substantially all full-time employees, which will no longer accrue benefits effective December 31, 2015 and was closed to new participants effective January 1, 2011. We also sponsor an unfunded supplemental executive retirement plan, which provides certain employees additional pension benefits and was closed to new participants effective January 1, 2007. Benefits under both plans are based on the employees’ years of service and compensation over defined periods of employment.

In April 2012, we announced a voluntary early retirement program to eligible employees. The offering period for participation in the VERP had ended as of July 8, 2012. As a result, we incurred a charge in the quarter and an increase to our pension benefit obligation (“PBO”) of $6.2 million for enhanced retirement benefits under our Primary Plan. Additionally, we were required to re-measure the liability for our Primary Plan as of June 30, 2012.  The discount rate and long-term rate of return on plan assets used for the June 30th  re-measurement were 4.78% and 7.25% compared to 5.60% and 7.75%, respectively, at the end of fiscal 2011.  In connection with the re-measurement, the PBO of our Primary Plan increased $42.4 million due to actuarial losses arising during the period with a corresponding increase to accumulated other comprehensive loss, net. Refer to Note 9, Stockholders’ Equity, for additional information.  

Postretirement healthcare plans — We sponsor healthcare plans that provide postretirement medical benefits to certain employees who meet minimum age and service requirements. The plans are contributory, with retiree contributions adjusted annually, and contain other cost-sharing features such as deductibles and coinsurance.

Net periodic benefit cost — The components of net periodic benefit cost were as follows in each period (in thousands):

10

	Quarter						Year-to-Date
	July 8, 2012			July 10, 2011			July 8, 2012			July 10, 2011
Defined benefit pension plans:
Service cost	$	2,229		$	2,489		$	7,304		$	8,298
Interest cost	5,347			4,980			17,538			16,600
Expected return on plan assets	(4,743		)	(4,785		)	(15,504		)	(15,948		)
Actuarial loss	2,974			2,268			9,657			7,557
Amortization of unrecognized prior service cost	99			113			332			376
Net periodic benefit cost	$	5,906		$	5,065		$	19,327		$	16,883
Postretirement healthcare plans:
Service cost	$	14		$	19		$	47		$	61
Interest cost	374			366			1,244			1,220
Actuarial loss	21			46			69			155
Amortization of unrecognized prior service cost	—			7			—			24
Net periodic benefit cost	$	409		$	438		$	1,360		$	1,460

Future cash flows — Our policy is to fund our plans at or above the minimum required by law. As of the date of our last actuarial funding valuation, there was a $14.9 million minimum requirement that will be satisfied by September 15, 2013. Details regarding 2012 contributions are as follows (in thousands):

	Defined Benefit Pension Plans		Postretirement Healthcare Plans
Net year-to-date contributions	$	11,148	$	1,058
Remaining estimated net contributions during fiscal 2012	$	6,000	$	300

We will continue to evaluate contributions to our funded defined benefit pension plan based on changes in pension assets as a result of asset performance in the current market and economic environment.

8. SHARE-BASED COMPENSATION

We offer share-based compensation plans to attract, retain and motivate key officers, employees and non-employee directors to work toward the financial success of the Company. In fiscal 2012, we granted the following share-based compensation awards:

	Shares
Stock options	485,057
Performance-vested stock awards	234,258
Nonvested stock units	86,052

The components of share-based compensation expense recognized in each period are as follows (in thousands):

	Quarter				Year-to-Date
	July 8, 2012		July 10, 2011		July 8, 2012		July 10, 2011
Stock options	$	788	$	1,175	$	2,763	$	3,861
Performance-vested stock awards	222		270		724		1,479
Nonvested stock awards	134		139		449		465
Nonvested stock units	295		199		910		777
Deferred compensation for non-management directors	—		—		155		173
Total share-based compensation expense	$	1,439	$	1,783	$	5,001	$	6,755

9.    STOCKHOLDERS’ EQUITY

Repurchases of common stock— In May 2011, the Board of Directors approved a program to repurchase up to $100.0 million in shares of our common stock expiring November 2012. During the first quarter, we repurchased approximately 0.3 million shares at an aggregate cost of $6.4 million, completing the May 2011 authorization. In November 2011, the

11

Board of Directors approved a new program to repurchase $100.0 million in shares of our common stock expiring November 2013. As of the end of the third quarter, $100.0 million remains available under this authorization.

Comprehensive income— Our total comprehensive income, net of taxes, was as follows (in thousands):

	Quarter						Year-to-Date
	July 8, 2012			July 10, 2011			July 8, 2012			July 10, 2011
Net earnings	$	11,592		$	18,745		$	45,174		$	57,947
Cash flow hedges:
Net change in fair value of derivatives	(264		)	(1,936		)	(883		)	(746		)
Net loss reclassified to earnings	304			—			1,001			—
Total	40			(1,936		)	118			(746		)
Tax effect	(15		)	739			(46		)	285
	25			(1,197		)	72			(461		)
Unrecognized periodic benefit costs:
Actuarial losses arising during the period	(42,371		)	—			(42,371		)	—
Actuarial losses and prior service cost reclassified to earnings	3,094			2,434			10,058			8,112
Total	(39,277		)	2,434			(32,313		)	8,112
Tax effect	15,078			(929		)	12,405			(3,097		)
	(24,199		)	1,505			(19,908		)	5,015
Total comprehensive income (loss)	$	(12,582	)	$	19,053		$	25,338		$	62,501

Accumulated other comprehensive loss — The components of accumulated other comprehensive loss, net of taxes, were as follows at the end of each period (in thousands):

	July 8, 2012			October 2, 2011
Unrecognized periodic benefit costs, net of tax benefits of $71,148 and $58,743, respectively	$	(114,196	)	$	(94,288	)
Net unrealized losses related to cash flow hedges, net of tax benefits of $984 and $1,030, respectively	(1,580		)	(1,652		)
Accumulated other comprehensive loss, net	$	(115,776	)	$	(95,940	)

10. AVERAGE SHARES OUTSTANDING

Our basic earnings per share calculation is computed based on the weighted-average number of common shares outstanding. Our diluted earnings per share calculation is computed based on the weighted-average number of common shares outstanding adjusted by the number of additional shares that would have been outstanding had the potentially dilutive common shares been issued. Potentially dilutive common shares include stock options, nonvested stock awards and units, non-management director stock equivalents and shares issuable under our employee stock purchase plan. Performance-vested stock awards are included in the weighted-average diluted shares outstanding each period if the performance criteria have been met at the end of the respective periods.

The following table reconciles basic weighted-average shares outstanding to diluted weighted-average shares outstanding (in thousands):

	Quarter		Year-to-Date
	July 8, 2012	July 10, 2011	July 8, 2012	July 10, 2011
Weighted-average shares outstanding – basic	44,156	48,498	43,975	50,435
Effect of potentially dilutive securities:
Stock options	505	397	431	440
Nonvested stock awards and units	264	224	267	216
Performance-vested stock awards	228	133	219	134
Weighted-average shares outstanding – diluted	45,153	49,252	44,892	51,225
Excluded from diluted weighted-average shares outstanding:
Antidilutive	2,583	3,059	3,006	3,009
Performance conditions not satisfied at the end of the period	343	354	343	354

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11. VARIABLE INTEREST ENTITIES (“VIEs”)

We formed Jack in the Box Franchise Finance, LLC (“FFE”) for the purpose of operating a franchisee lending program which may provide up to $100.0 million to assist Jack in the Box franchisees in re-imaging their restaurants. We are the sole equity investor in FFE. The $100.0 million lending program is comprised of a $20.0 million commitment from the Company in the form of a capital note and an $80.0 million Senior Secured Revolving Securitization Facility (“FFE Facility”) entered into with a third party. The FFE Facility is a revolving loan and security agreement bearing a variable interest rate. The revolving period expired in June 2012 and we do not plan to make any future contributions.

We have determined that FFE is a VIE and that the Company is its primary beneficiary. We considered a variety of factors in identifying the primary beneficiary of FFE including, but not limited to, who holds the power to direct matters that most significantly impact FFE’s economic performance (such as determining the underwriting standards and credit management policies), as well as what party has the obligation to absorb the losses of FFE. Based on these considerations, we have determined that the Company is the primary beneficiary and have reflected the entity in the accompanying condensed consolidated financial statements.

FFE’s assets consolidated by the Company represent assets that can be used only to settle obligations of the consolidated VIE. Likewise, FFE’s liabilities consolidated by the Company do not represent additional claims on the Company’s general assets; rather they represent claims against the specific assets of FFE. The impacts of FFE’s results were not material to the Company’s condensed consolidated statements of earnings or cash flows. The FFE’s balance sheet consisted of the following at the end of each period (in thousands):

	July 8, 2012			October 2, 2011
Cash	$	707		$	531
Other current assets (1)	2,286			2,086
Other assets, net (1)	11,876			12,292
Total assets	$	14,869		$	14,909
Current liabilities	$	89		$	140
Revolving credit facility	—			1,160
Other long-term liabilities (2)	15,248			14,046
Retained earnings	(468		)	(437		)
Total liabilities and stockholders’ equity	$	14,869		$	14,909

____________________________

(1) Consists primarily of amounts due from franchisees.

(2) Consists primarily of the capital note contributions from Jack in the Box which are eliminated in consolidation.

The Company’s maximum exposure to loss is equal to its outstanding contributions, which were approximately $15.2 million as of July 8, 2012. This amount represents estimated losses that would be incurred should all franchisees default on their loans without any consideration of recovery. To offset the credit risk associated with the Company’s variable interest in FFE, the Company holds a security interest in the assets of FFE subordinate and junior to all other obligations of FFE.

12.    LEGAL MATTERS

The Company is subject to normal and routine litigation brought by former, current or prospective employees, customers, franchisees, vendors, landlords, shareholders or others. The Company assesses contingencies to determine the degree of probability and range of possible loss for potential accrual in its financial statements. An estimated loss contingency is accrued in the financial statements if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Because litigation is inherently unpredictable, assessing contingencies is highly subjective and requires judgments about future events. The Company regularly reviews contingencies to determine the adequacy of the accruals and related disclosures. The ultimate amount of loss may differ from these estimates. Although the Company currently believes that the ultimate outcome of these matters will not have a material adverse effect on the results of operations, liquidity or financial position of the Company, it is possible that the results of operations, liquidity or financial position of the Company could be materially affected in any particular future reporting period by the unfavorable resolution of one or more of these matters or contingencies.

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13. SEGMENT REPORTING

Reflecting the information currently being used in managing the Company as a two-branded restaurant operations business, our segments comprise results related to system restaurant operations for our Jack in the Box and Qdoba brands. This segment reporting structure reflects the Company’s current management structure, internal reporting method and financial information used in deciding how to allocate Company resources. Based upon certain quantitative thresholds, both operating segments are considered reportable segments.

We measure and evaluate our segments based on segment earnings from operations. Summarized financial information concerning our reportable segments is shown in the following tables (in thousands):

	Quarter						Year-to-Date
	July 8, 2012			July 10, 2011			July 8, 2012			July 10, 2011
Revenues by segment:
Jack in the Box restaurant operations segment	$	288,178		$	337,980		$	970,254		$	1,135,626
Qdoba restaurant operations segment	74,803			55,595			217,132			159,750
Distribution operations	138,839			125,704			473,779			393,753
Consolidated revenues	$	501,820		$	519,279		$	1,661,165		$	1,689,129
Earnings from operations by segment:
Jack in the Box restaurant operations segment	$	15,439		$	28,500		$	71,085		$	95,675
Qdoba restaurant operations segment	6,705			4,698			12,748			7,582
Distribution operations	—			(217		)	—			(1,399		)
FFE operations	(58		)	(28		)	(157		)	(200		)
Consolidated earnings from operations	$	22,086		$	32,953		$	83,676		$	101,658
Total depreciation expense by segment:
Jack in the Box restaurant operations segment	$	17,873		$	19,001		$	60,201		$	63,658
Qdoba restaurant operations segment	4,120			3,195			12,872			9,657
Distribution operations	158			158			556			548
Consolidated depreciation expense	$	22,151		$	22,354		$	73,629		$	73,863

Interest income and expense, income taxes and total assets are not reported for our segments, in accordance with our method of internal reporting.

	July 8, 2012		October 2, 2011
Goodwill by segment (in thousands):
Jack in the Box	$	48,330	$	49,181
Qdoba	92,140		56,691
Consolidated goodwill	$	140,470	$	105,872

Refer to Note 2, Summary of Refranchisings, Franchise Development and Acquisitions, for information regarding the segment changes in goodwill during 2012.

14. SUPPLEMENTAL CONSOLIDATED CASH FLOW INFORMATION (in thousands)

	Year-to-Date
	July 8, 2012		July 10, 2011
Cash paid during the quarter for:
Interest, net of amounts capitalized	$	16,812	$	10,811
Income tax payments	$	31,852	$	40,367

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15. SUPPLEMENTAL CONSOLIDATED BALANCE SHEET INFORMATION (in thousands)

	July 8, 2012		October 2, 2011
Other assets, net:
Company-owned life insurance policies	$	83,775	$	75,202
Deferred income tax asset	86,910		70,882
Other	70,414		70,529
	$	241,099	$	216,613
Accrued liabilities:
Payroll and related	$	50,431	$	40,438
Advertising	24,969		21,899
Insurance	32,866		37,987
Other	68,500		67,163
	$	176,766	$	167,487
Other long-term liabilities:
Pension	$	191,586	$	144,860
Straight-line rent accrual	54,080		53,659
Other	94,710		92,204
	$	340,376	$	290,723

16. SUBSEQUENT EVENT

Subsequent to the end of the third quarter, the Company entered into an agreement to outsource its distribution business. Subject to the anticipated completion of certain closing conditions, the transition should begin in the fourth quarter of fiscal 2012, and is expected to be completed by the end of the first quarter of fiscal 2013. We expect that the distribution business, including exit costs, will be reflected as discontinued operations beginning in the fourth quarter of fiscal 2012.

17. NEW ACCOUNTING PRINCIPLES

In May 2011, the Financial Accounting Standards Board (“FASB”) issued ASU 2011-04, Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRS, which was issued to update the language used in existing guidance to better align U.S. GAAP and IFRS fair value measurement guidance. This update also requires increased disclosure of quantitative and qualitative information about unobservable inputs used in a fair value measurement that is categorized within Level 3 of the fair value hierarchy. Other than requiring additional disclosures, adoption of this new guidance in the second quarter did not have a significant impact on our consolidated financial statements.

In June 2011, the FASB issued ASU 2011-05, Presentation of Comprehensive Income, which was issued to enhance comparability between entities that report under U.S. GAAP and IFRS, and to provide a more consistent method of presenting non-owner transactions that affect an entity’s equity. ASU 2011-05 eliminates the option to report other comprehensive income and its components in the statement of changes in stockholders’ equity and requires an entity to present the total of comprehensive income, the components of net income and the components of other comprehensive income either in a single continuous statement or in two separate but consecutive statements. This pronouncement is effective for fiscal years, and interim periods within those years, beginning after December 15, 2011. Early adoption of the new guidance is permitted, and full retrospective application is required.

Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on our consolidated financial statements upon adoption.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

GENERAL

All comparisons between 2012 and 2011 refer to the 12-weeks (“quarter”) and 40-weeks (“year-to-date”) ended July 8, 2012 and July 10, 2011, respectively, unless otherwise indicated.

For an understanding of the significant factors that influenced our performance during the quarterly periods ended July 8, 2012 and July 10, 2011, our Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) should be read in conjunction with the Condensed Consolidated Financial Statements and related Notes included in this Quarterly Report and our Annual Report on Form 10-K for the fiscal year ended October 2, 2011.

Our MD&A consists of the following sections:

• Overview — a general description of our business and fiscal 2012 highlights.

• Results of operations — an analysis of our consolidated statements of earnings for the periods presented in our condensed consolidated financial statements.

• Liquidity and capital resources — an analysis of our cash flows including capital expenditures, share repurchase activity, known trends that may impact liquidity and the impact of inflation.

• Discussion of critical accounting estimates — a discussion of accounting policies that require critical judgments and estimates.

• New accounting pronouncements — a discussion of new accounting pronouncements, dates of implementation and the impact on our consolidated financial position or results of operations, if any.

• Cautionary statements regarding forward-looking statements — a discussion of the risks and uncertainties that may cause our actual results to differ materially from any forward-looking statements made by management.

OVERVIEW

As of July 8, 2012, we operated and franchised 2,247 Jack in the Box quick-service restaurants, primarily in the western and southern United States, and 614 Qdoba Mexican Grill (“Qdoba”) fast-casual restaurants throughout the United States.

Our primary source of revenue is from retail sales at Jack in the Box and Qdoba company-operated restaurants. We also derive revenue from Jack in the Box and Qdoba franchise restaurants, including royalties (based upon a percent of sales), rents, franchise fees and distribution sales of food and packaging commodities. In addition, we recognize gains from the sale of company-operated restaurants to franchisees, which are presented as a reduction of operating costs and expenses, net in the accompanying condensed consolidated statements of earnings.

The following summarizes the most significant events occurring in fiscal 2012 and certain trends compared to a year ago:

• Restaurant Sales— Sales at restaurants open more than one year (“same-store sales”) increased as follows:

	Quarter				Year-to-Date
	July 8, 2012		July 10, 2011		July 8, 2012		July 10, 2011
Jack in the Box:
Company	3.4	%	4.7	%	4.9	%	2.4	%
Franchise	2.6	%	2.4	%	3.0	%	0.9	%
System	2.8	%	3.2	%	3.5	%	1.4	%
Qdoba:
Company	3.3	%	5.3	%	3.5	%	5.4	%
Franchise	0.9	%	5.0	%	2.5	%	6.1	%
System	2.1	%	5.1	%	3.0	%	5.8	%

• Commodity Costs— In the quarter, Jack in the Box commodity costs decreased approximately 0.3% compared to a year ago, while Qdoba commodity costs increased approximately 2.5%. Jack in the Box and Qdoba commodity costs increased by 3.1% and 7.8%, respectively, year-to-date. We expect our overall commodity costs to increase

16

approximately 3.5% in fiscal 2012 compared to a year ago.

• New Unit Development— We continued to grow our brands with the opening of new company-operated and franchise-operated restaurants. Year-to-date, we opened 30 Jack in the Box locations and 34 Qdoba locations system-wide.

• Franchising Program— Qdoba and Jack in the Box franchisees opened a total of 36 restaurants year-to-date. Our Jack in the Box system was approximately 74% franchised at the end of the third quarter and we plan to further increase franchise ownership to approximately 80% over the next couple years.

RESULTS OF OPERATIONS

The following table presents certain income and expense items included in our condensed consolidated statements of earnings as a percentage of total revenues, unless otherwise indicated. Percentages may not add due to rounding.

CONSOLIDATED STATEMENTS OF EARNINGS DATA

	Quarter				Year-to-Date
	July 8, 2012		July 10, 2011		July 8, 2012		July 10, 2011
Revenues:
Company restaurant sales	56.9	%	62.8	%	56.6	%	64.2	%
Distribution sales	27.7	%	24.2	%	28.5	%	23.3	%
Franchise revenues	15.5	%	13.0	%	14.9	%	12.5	%
Total revenues	100.0	%	100.0	%	100.0	%	100.0	%
Operating costs and expenses, net:
Company restaurant costs:
Food and packaging (1)	32.3	%	33.9	%	32.9	%	33.2	%
Payroll and employee benefits (1)	28.7	%	29.7	%	29.2	%	30.4	%
Occupancy and other (1)	22.5	%	24.0	%	22.8	%	24.0	%
Total company restaurant costs (1)	83.5	%	87.5	%	85.0	%	87.5	%
Distribution costs (1)	100.0	%	100.3	%	100.0	%	100.4	%
Franchise costs (1)	49.7	%	46.8	%	51.2	%	48.0	%
Selling, general and administrative expenses	10.5	%	9.9	%	10.4	%	10.1	%
Impairment and other charges, net	3.0	%	0.4	%	1.5	%	0.6	%
Gains on the sale of company-operated restaurants	(0.7	)%	(2.0	)%	(1.1	)%	(2.3	)%
Earnings from operations	4.4	%	6.3	%	5.0	%	6.0	%
Income tax rate (2)	34.6	%	35.2	%	34.3	%	35.0	%

____________________________

(1) As a percentage of the related sales and/or revenues.

(2) As a percentage of earnings before income taxes.

The following table presents Jack in the Box and Qdoba company restaurant sales, costs and costs as a percentage of the related sales. Percentages may not add due to rounding.

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SUPPLEMENTAL COMPANY-OPERATED RESTAURANTS STATEMENTS OF EARNINGS DATA

(dollars in thousands)

	Quarter								Year-to-Date
	July 8, 2012				July 10, 2011				July 8, 2012				July 10, 2011
Jack in the Box:
Company restaurant sales	$	214,679			$	274,876			$	736,860			$	938,930
Company restaurant costs:
Food and packaging	71,582		33.3	%	95,727		34.8	%	249,681		33.9	%	318,030		33.9	%
Payroll and employee benefits	63,372		29.5	%	82,789		30.1	%	218,761		29.7	%	288,183		30.7	%
Occupancy and other	45,842		21.4	%	63,920		23.3	%	158,341		21.5	%	216,849		23.1	%
Total company restaurant costs	$	180,796	84.2	%	$	242,436	88.2	%	$	626,783	85.1	%	$	823,062	87.7	%
Qdoba:
Company restaurant sales	$	70,697			$	51,157			$	203,421			$	145,252
Company restaurant costs:
Food and packaging	20,573		29.1	%	14,869		29.1	%	59,491		29.2	%	41,695		28.7	%
Payroll and employee benefits	18,434		26.1	%	13,934		27.2	%	56,114		27.6	%	41,052		28.3	%
Occupancy and other	18,474		26.1	%	14,180		27.7	%	56,410		27.7	%	43,047		29.6	%
Total company restaurant costs	$	57,481	81.3	%	$	42,983	84.0	%	$	172,015	84.6	%	$	125,794	86.6	%

The following table summarizes the year-to-date changes in the number of Jack in the Box and Qdoba company and franchise restaurants:

	July 8, 2012						July 10, 2011
	Company		Franchise		Total		Company		Franchise		Total
Jack in the Box:
Beginning of year	629		1,592		2,221		956		1,250		2,206
New	14		16		30		11		10		21
Refranchised	(55	)	55		—		(226	)	226		—
Closed	(2	)	(2	)	(4	)	(6	)	(1	)	(7	)
End of period	586		1,661		2,247		735		1,485		2,220
% of system	26	%	74	%	100	%	33	%	67	%	100	%
Qdoba:
Beginning of year	245		338		583		188		337		525
New	14		20		34		17		30		47
Acquired from franchisees	45		(45	)	—		24		(24	)	—
Closed	—		(3	)	(3	)	—		(8	)	(8	)
End of period	304		310		614		229		335		564
% of system	50	%	50	%	100	%	41	%	59	%	100	%
Consolidated:
Total system	890		1,971		2,861		964		1,820		2,784
% of system	31	%	69	%	100	%	35	%	65	%	100	%

Revenues

As we continue to execute our refranchising strategy, which includes the sale of restaurants to franchisees, we expect the number of Jack in the Box company-operated restaurants and the related sales to decrease while revenues from franchise restaurants increase. As such, company restaurant sales decreased $40.7 million, or 12.5%, in the quarter and $143.9 million, or 13.3%, year-to-date. This decrease is due primarily to a decrease in the average number of Jack in the Box company-operated restaurants,

18

partially offset by an increase in the number of Qdoba company-operated restaurants and increases in per-store average sales (“PSA”) at our Jack in the Box and Qdoba company-operated restaurants.

The following table represents the approximate impact of these increases (decreases) on company restaurant sales (in thousands):

	Quarter			Year-to-Date
Reduction in the average number of Jack in the Box restaurants	$	(87,600	)	$	(313,000	)
Jack in the Box PSA sales increase	27,400			111,000
Increase in the average number of Qdoba restaurants	15,800			49,100
Qdoba PSA sales increase	3,700			9,000
Total decrease in company restaurant sales	$	(40,700	)	$	(143,900	)

Same-store sales at Jack in the Box company-operated restaurants increased 3.4% in the quarter and 4.9% year-to-date driven by a combination of price increases and transaction growth. Same-store sales at Qdoba company-operated restaurants increased 3.3% in the quarter and 3.5% year-to-date primarily driven by price increases. The following table summarizes the change in company-operated same-store sales:

	Quarter		Year-to-Date
Jack in the Box transactions	1.2	%	2.5	%
Jack in the Box average check (1)	2.2	%	2.4	%
Jack in the Box change in same-store sales	3.4	%	4.9	%
Qdoba change in same-store sales (2)	3.3	%	3.5	%

____________________________

(1) Includes price increases of approximately 3.1% and 3.3% in the quarter and year-to-date, respectively.

(2) Includes price increases of approximately 3.2% and 3.8% in the quarter and year-to-date, respectively.

Distribution sales to Jack in the Box and Qdoba franchisees grew $13.1 million in the quarter and $80.0 million year-to-date from a year ago. This growth primarily reflects an increase in the number of Jack in the Box franchise restaurants that purchase ingredients and supplies from our distribution centers, which contributed additional sales of approximately $21.6 million and $80.8 million, respectively. Year-to-date, higher commodity prices also contributed to the sales increase. During the second quarter, Qdoba franchised restaurants ceased using our distribution services resulting in decreases in distribution sales of $8.0 million in the quarter and $10.5 million year-to-date. For additional information regarding our distribution operations, refer to Note 16, Subsequent Event, of the notes to the condensed consolidated financial statements.

Franchise revenues increased $10.1 million, or 14.9%, in the quarter and $35.9 million, or 17.0%, year-to-date due primarily to an increase in the average number of Jack in the Box franchise restaurants, which contributed additional royalties and rents of approximately $11.6 million and $41.1 million, respectively. This increase was partially offset by a decrease in revenues from franchise fees and other driven primarily by a decline in the number of restaurants sold to franchisees and a year-to-date increase in re-image contributions to franchisees, which are recorded as a reduction of franchise revenues. The following table reflects the detail of our franchise revenues in each period and other information we believe is useful in analyzing the change in franchise revenues (dollars in thousands):

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	Quarter						Year-to-Date
	July 8, 2012			July 10, 2011			July 8, 2012			July 10, 2011
Royalties	$	29,988		$	25,637		$	97,499		$	81,982
Rents	45,982			37,587			150,076			120,313
Re-image contributions to franchisees	(189		)	(1,905		)	(6,723		)	(4,620		)
Franchise fees and other	1,824			6,223			6,253			13,519
Franchise revenues	$	77,605		$	67,542		$	247,105		$	211,194
% increase	14.9		%				17.0		%
Average number of franchise restaurants	1,968			1,715			1,943			1,669
% increase	14.8		%				16.4		%
Increase in franchise-operated same-store sales:
Jack in the Box	2.6		%	2.4		%	3.0		%	0.9		%
Qdoba	0.9		%	5.0		%	2.5		%	6.1		%
Royalties as a percentage of estimated franchise restaurant sales:
Jack in the Box	5.3		%	5.3		%	5.3		%	5.3		%
Qdoba	5.0		%	5.0		%	5.0		%	5.0		%

Operating Costs and Expenses

Food and packaging costs decreased to 32.3% of company restaurant sales in the quarter and 32.9% year-to-date compared with 33.9% and 33.2%, respectively, a year ago. In 2012, higher commodity costs were more than offset in the quarter and partially offset year-to-date by the benefit of selling price increases, favorable product mix and a greater proportion of Qdoba company restaurants. Commodity costs increased (decreased) as follows compared with the prior year:

	Quarter		Year-to-Date
Jack in the Box	(0.3	)%	3.1	%
Qdoba	2.5	%	7.8	%

Commodity cost increases were driven by higher costs for most commodities other than produce and poultry. We expect overall commodity costs for fiscal 2012 to increase approximately 3.5%. Beef represents the largest portion, or approximately 20%, of the Company’s overall commodity spend, and we typically do not enter into fixed price contracts for our beef needs. For the full year, we currently expect beef costs to increase approximately 5%, and most other major commodities to be higher in 2012 compared with last year.

Payroll and employee benefit costs decreased to 28.7% of company restaurant sales in the quarter and 29.2% year-to-date, compared to 29.7% and 30.4%, respectively, in 2011, reflecting the leverage from same-store sales increases, the benefits of refranchising and the favorable impact of recent acquisitions of Qdoba restaurants. These decreases were partially offset by higher levels of incentive compensation.

Occupancy and other costs decreased to 22.5% of company restaurant sales in the quarter and 22.8% year-to-date compared with 24.0% for both periods, last year. The lower percentage in 2012 is due primarily to the leverage from same-store sales increases, the benefits of refranchising Jack in the Box restaurants, the favorable impact of recent acquisitions of Qdoba franchised restaurants, and a reduction of approximately 50 basis points due to costs associated with the roll-out of new menu boards and uniforms during the prior year quarter at Jack in the Box restaurants. These benefits were partially offset by higher fees associated with debit card transactions and depreciation expense related to the Jack in the Box re-image program compared with last year.

Distribution costs increased $12.8 million in the quarter and $78.5 million year-to-date, primarily reflecting an increase in the related sales. The 2012 supply chain agreement provides that any profits or losses related to our distribution operations are shared by all company and franchise restaurants who utilize our distribution services. For additional information regarding our distribution operations, refer to Note 16, Subsequent Event, of the notes to the condensed consolidated financial statements.

Franchise costs, principally rents and depreciation on properties we lease to Jack in the Box franchisees, increased $7.0 million to 49.7% of the related revenues in the quarter and $25.2 million to 51.2% year-to-date, from 46.8% and 48.0%, respectively, a year ago. The increase as a percent of revenues is primarily due to a decline in revenue from franchise fees and higher rent and depreciation expenses resulting from an increase in the percentage of locations we lease to franchisees. In the quarter, these increases were offset in part by a decrease in re-image contributions to franchisees.

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The following table presents the change in selling, general and administrative (“SG&A”) expenses compared with the prior year (in thousands):

	Increase / (Decrease)
	Quarter			Year-to-Date
Advertising	$	(1,894	)	$	(9,579	)
Refranchising strategy	(2,100		)	(4,476		)
Incentive compensation	2,661			4,351
Cash surrender value of COLI policies, net	109			190
Pension and postretirement benefits	658			2,190
Pre-opening costs	563			1,712
Qdoba general and administrative	1,141			3,216
Other	84			4,322
	$	1,222		$	1,926

Our refranchising strategy has resulted in a decrease in the number of Jack in the Box company-operated restaurants and the related overhead expenses to manage and support those restaurants, including advertising costs, which are primarily contributions to our marketing fund determined as a percentage of restaurant sales. The higher levels of incentive compensation reflect an improvement in the Company’s results compared with performance goals. The cash surrender value of our company-owned life insurance (“COLI”) policies, net of changes in our non-qualified deferred compensation obligation supported by these policies, are subject to market fluctuations. The changes in market values had a negative impact of $0.1 million in the quarter compared with no impact in the same quarter last year, and positively impacted SG&A by $4.2 million year to date compared with $4.4 million a year ago. The increase in pension and postretirement benefits expense principally relates to a decrease in the discount rate as compared with a year ago. The increase in pre-opening costs primarily relates to higher expenses associated with restaurant openings in new Jack in the Box markets. Qdoba general and administrative costs increased primarily due to higher overhead to support our growing number of company-operated restaurants.

Impairment and other charges, net is comprised of the following (in thousands):

	Quarter				Year-to-Date
	July 8, 2012		July 10, 2011		July 8, 2012		July 10, 2011
Impairment charges	$	656	$	517	$	2,765	$	1,684
Losses on the disposition of property and equipment, net	904		660		3,762		6,084
Costs of closed restaurants (primarily lease obligations) and other	2,337		924		5,270		2,423
Restructuring costs	11,284		—		12,809		—
	$	15,181	$	2,101	$	24,606	$	10,191

Impairment and other charges, net increased $13.1 million in the quarter and $14.4 million year-to-date compared to a year ago. These increases primarily relate to costs incurred in connection with the comprehensive review of our organization structure, which includes evaluating outsourcing opportunities, restructuring of certain functions and workforce reductions. In the quarter and year-to-date, these costs consist primarily of pension benefits and employee termination costs related to a voluntary early retirement program offered by the Company. With our broad-reaching restructuring activities, including the early retirement plan, we have identified approximately $10 million of annualized reductions, and we expect to see the benefits of this in our cost structure beginning in fiscal 2013. To a lesser extent, adjustments made to certain sublease assumptions associated with our lease obligations for closed locations also contributed to the increase in impairment charges and other. Refer to Note 5, Impairment, Disposition of Property and Equipment, Restaurant Closing Costs and Restructuring, of the notes to the condensed consolidated financial statements for additional information regarding the impairment and other charges.

Gains on the sale of company-operated restaurants to franchisees, net are detailed in the following table (dollars in thousands):

	Quarter				Year-to-Date
	July 8, 2012		July 10, 2011		July 8, 2012		July 10, 2011
Number of restaurants sold to franchisees	18		112		55		226
Gains on the sale of company-operated restaurants	$	3,733	$	10,190	$	18,933	$	38,940
Average gain on restaurants sold	$	207	$	91	$	344	$	172

In 2012, gains on the sale of company-operated restaurants include additional gains of $0.2 million in the quarter and $2.2

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million year-to-date recognized upon the extension of the underlying franchise and lease agreements related to one and four restaurants, respectively. Gains were impacted by the number of restaurants sold and changes in average gains recognized, which relate to the specific sales and cash flows of those restaurants. The lower average gains in the prior year relate to the sale of markets with lower-than-average sales volumes and cash flows in the second and third quarters.

Interest Expense, Net

Interest expense, net is comprised of the following (in thousands):

	Quarter						Year-to-Date
	July 8, 2012			July 10, 2011			July 8, 2012			July 10, 2011
Interest expense	$	4,794		$	4,369		$	16,550		$	13,520
Interest income	(423		)	(353		)	(1,588		)	(947		)
Interest expense, net	$	4,371		$	4,016		$	14,962		$	12,573

Interest expense, net increased $0.4 million in the quarter and $2.4 million year-to-date compared with a year ago primarily due to higher average borrowings.

Income Taxes

The tax rate in 2012 was 34.6% in the quarter and 34.3% year-to-date, compared with 35.2% and 35.0%, respectively, in the prior year. The changes in rates were impacted by the market performance of insurance investment products used to fund certain non-qualified retirement plans and estimated earnings. Changes in the cash value of the insurance products are not included in taxable income. We expect the fiscal year tax rate to be 35%-36%. The annual tax rate cannot be determined until the end of the fiscal year; therefore, the actual rate could differ from our current estimates.

Net Earnings

Net earnings were $11.6 million, or $0.26 per diluted share, in the quarter compared with $18.7 million, or $0.38 per diluted share, a year ago. Year-to-date net earnings from continuing operations were $45.2 million, or $1.01 per diluted share, compared with $57.9 million or $1.13 per diluted share, a year ago.

LIQUIDITY AND CAPITAL RESOURCES

General

Our primary sources of short-term and long-term liquidity are expected to be cash flows from operations, the revolving bank credit facility, the sale and leaseback of certain restaurant properties and the sale of Jack in the Box company-operated restaurants to franchisees.

We generally reinvest available cash flows from operations to improve our restaurant facilities and develop new restaurants, to reduce debt and to repurchase shares of our common stock. Our cash requirements consist principally of:

• working capital;

• capital expenditures for new restaurant construction and restaurant renovations;

• income tax payments;

• debt service requirements; and

• obligations related to our benefit plans.

Based upon current levels of operations and anticipated growth, we expect that cash flows from operations, combined with other financing alternatives in place or available, will be sufficient to meet our capital expenditure, working capital and debt service requirements for the foreseeable future.

As is common in the restaurant industry, we maintain relatively low levels of accounts receivable and inventories, and our vendors grant trade credit for purchases such as food and supplies. We also continually invest in our business through the addition of new units and refurbishment of existing units, which are reflected as long-term assets and not as part of working capital. As a result, we typically maintain current liabilities in excess of current assets, which results in a working capital deficit.

Cash Flows

The table below summarizes our cash flows from operating, investing and financing activities (in thousands):

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	Year-to-Date
	July 8, 2012			July 10, 2011
Total cash provided by (used in):
Operating activities	$	111,582		$	92,016
Investing activities	(81,785		)	(21,734		)
Financing activities	(30,406		)	(68,863		)
Net increase (decrease) in cash and cash equivalents	$	(609	)	$	1,419

Operating Activities. Operating cash flows increased $19.6 million compared with a year ago due primarily to an $18.1 million increase in net income adjusted for non-cash items and a $8.5 million and $7.5 million decrease in payments for income taxes and advertising costs, respectively. The impact of these increases in cash flows were partially offset by increases in payments as follows: $9.5 million related to fluctuations in the timing of October rent payments; $6.5 million in pension contributions; and $6.0 million for interest expense. In connection with the transition of our distribution services to an outsourcing arrangement by the end of the first quarter of fiscal 2013, we expect to free up approximately $60 million in working capital currently tied up in franchise receivables and distribution center inventories. For additional information regarding the outsourcing arrangement, refer to Note 16, Subsequent Event, of the notes to the condensed consolidated financial statements.

Investing Activities. Cash used in investing activities increased $60.1 million compared with a year ago due primarily to decreases in (1) proceeds from the sale of restaurants to franchisees, (2) proceeds from the sale and leaseback of restaurant properties and (3) collections of notes receivable related to prior years’ refranchising activities, as well as an increase in cash used to acquire Qdoba franchise-operated restaurants and purchase assets held for sale and leaseback. The impact of these decreases in cash flows were partially offset by a decrease in capital expenditures.

Capital Expenditures— The composition of capital expenditures in each period follows (in thousands):

	Year-to-Date
	July 8, 2012		July 10, 2011
Jack in the Box:
New restaurants	$	10,736	$	10,600
Restaurant facility improvements	22,052		61,904
Other, including corporate	8,417		10,204
Qdoba	15,000		16,777
Total capital expenditures	$	56,205	$	99,485

Our capital expenditure program includes, among other things, investments in new locations, restaurant remodeling, new equipment and information technology enhancements. Capital expenditures decreased compared to a year ago due primarily to a decrease in spending related to our Jack in the Box restaurant re-image and new logo program. We expect fiscal 2012 capital expenditures to be approximately $80-$90 million. We plan to open approximately 20 Jack in the Box and 25-30 Qdoba company-operated restaurants in 2012.

Sale of Company-Operated Restaurants— The following table details proceeds received in connection with our refranchising activities in each period (dollars in thousands):

	Year-to-Date
	July 8, 2012		July 10, 2011
Number of restaurants sold to franchisees	55		226
Total proceeds	$	29,253	$	76,915
Average proceeds	$	532	$	340

We expect total proceeds of approximately $45 million from the sale of approximately 100 Jack in the Box restaurants in 2012. In certain instances, we may provide financing to facilitate the closing of certain transactions. As of July 8, 2012, notes receivable related to prior year refranchisings were $2.9 million.

Assets Held for Sale and Leaseback— We use sale and leaseback financing to lower the initial cash investment in our Jack in the Box restaurants to the cost of the equipment, whenever possible. The following table summarizes the cash flow activity related to sale and leaseback transactions in each period (dollars in thousands):

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	Year-to-Date
	July 8, 2012			July 10, 2011
Number of restaurants sold and leased back	10			14
Purchases of assets held for sale and leaseback	$	(31,565	)	$	(17,442	)
Proceeds from the sale of assets held for sale and leaseback	18,457			25,753
Net cash flows related to assets held for sale and leaseback	$	(13,108	)	$	8,311

As of July 8, 2012, we had investments of $62.4 million in approximately 36 operating or under construction restaurant properties that we expect to sell and leaseback during the next 12 months.

Acquisition of Franchise-Operated Restaurants— During 2012, we acquired Qdoba franchise restaurants in select markets where we believe there is continued opportunity for restaurant development. The following table details franchise-operated restaurant acquisition activity (dollars in thousands):

	Year-to-Date
	July 8, 2012		July 10, 2011
Number of restaurants acquired from franchisees	45		24
Cash used to acquire franchise-operated restaurants	$	48,262	$	22,077

The purchase prices were primarily allocated to property and equipment, goodwill and reacquired franchise rights. For additional information, refer to Note 2, Summary of Refranchisings, Franchise Development and Acquisitions, of the notes to the condensed consolidated financial statements.

Financing Activities. Cash flows used in financing activities decreased $38.5 million compared with a year ago primarily attributable to a decrease in cash used to repurchase shares of our common stock, partially offset by a decrease in borrowings under our credit facility.

Credit Facility— Our credit facility is comprised of (i) a $400.0 million revolving credit facility and (ii) a $200.0 million term loan maturing on June 29, 2015, both bearing interest at London Interbank Offered Rate (“LIBOR”) plus 2.50%, as of July 8, 2012. As part of the credit agreement, we may also request the issuance of up to $75.0 million in letters of credit, the outstanding amount of which reduces the net borrowing capacity under the agreement. The credit facility requires the payment of an annual commitment fee based on the unused portion of the credit facility. The credit facility’s interest rates and the annual commitment rate are based on a financial leverage ratio, as defined in the credit agreement. We may make voluntary prepayments of the loans under the revolving credit facility and term loan at any time without premium or penalty. Specific events, such as asset sales, certain issuances of debt, and insurance and condemnation recoveries, may trigger a mandatory prepayment.

We are subject to a number of customary covenants under our credit facility, including limitations on additional borrowings, acquisitions, loans to franchisees, capital expenditures, lease commitments, stock repurchases, dividend payments and requirements to maintain certain financial ratios. We were in compliance with all covenants as of July 8, 2012.

At July 8, 2012, we had $170.0 million outstanding under the term loan, borrowings under the revolving credit facility of $275.0 million and letters of credit outstanding of $30.9 million.

FFE Credit Facility— FFE entered into an $80.0 million Senior Secured Revolving Securitization Facility (“FFE Facility”) with a third party to assist in funding our franchisee lending program. The FFE Facility is a revolving loan and security agreement bearing a variable interest rate. The revolving period expired in June 2012. As of July 8, 2012, FFE had borrowings outstanding of $0.4 million against this facility.

Interest Rate Swaps— To reduce our exposure to rising interest rates under our credit facility, we consider interest rate swaps. In August 2010, we entered into two forward-looking swaps that effectively convert $100.0 million of our variable rate term loan to a fixed-rate basis from September 2011 through September 2014. Based on the term loan’s applicable margin of 2.50% as of July 8, 2012, these agreements would have an average pay rate of 1.54%, yielding an “all-in” fixed rate of 4.04%. For additional information related to our interest rate swaps, refer to Note 4, Derivative Instruments, of the notes to the condensed consolidated financial statements.

Repurchases of Common Stock— In May 2011, the Board of Directors approved a program to repurchase up to $100.0 million in shares of our common stock expiring November 2012. During the first quarter, we repurchased approximately 0.3 million shares at an aggregate cost of $6.4 million, completing the May 2011 authorization. In November 2011, the Board of

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Directors approved a new program to repurchase $100.0 million in shares of our common stock expiring November 2013. As of the end of the third quarter, $100.0 million remains available under this authorization.

Off-Balance Sheet Arrangements

We are not a party to any off-balance sheet arrangements that have, or are reasonably likely to have, a current or future material effect on our financial condition, changes in financial condition, results of operations, liquidity, capital expenditures or capital resources.

DISCUSSION OF CRITICAL ACCOUNTING ESTIMATES

Critical accounting estimates are those the Company believes are most important for the portrayal of the Company’s financial condition and results and that require management’s most subjective and complex judgments. Judgments and uncertainties regarding the application of these policies may result in materially different amounts being reported under various conditions or using different assumptions. There have been no material changes to the critical accounting estimates previously disclosed in the Company’s Annual Report on Form 10-K for the fiscal year ended October 2, 2011.

NEW ACCOUNTING PRONOUNCEMENTS

In May 2011, the Financial Accounting Standards Board (“FASB”) issued ASU 2011-04, Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRS, which was issued to update the language used in existing guidance to better align U.S. GAAP and IFRS fair value measurement guidance. This update also requires increased disclosure of quantitative and qualitative information about unobservable inputs used in a fair value measurement that is categorized within Level 3 of the fair value hierarchy. Other than requiring additional disclosures, adoption of this new guidance in the second quarter did not have a significant impact on our consolidated financial statements.

In June 2011, the FASB issued ASU 2011-05, Presentation of Comprehensive Income, which was issued to enhance comparability between entities that report under U.S. GAAP and IFRS, and to provide a more consistent method of presenting non-owner transactions that affect an entity’s equity. ASU 2011-05 eliminates the option to report other comprehensive income and its components in the statement of changes in stockholders’ equity and requires an entity to present the total of comprehensive income, the components of net income and the components of other comprehensive income either in a single continuous statement or in two separate but consecutive statements. This pronouncement is effective for fiscal years, and interim periods within those years, beginning after December 15, 2011. Early adoption of the new guidance is permitted, and full retrospective application is required. This pronouncement is not expected to have a material impact on our consolidated financial statements upon adoption.

Other accounting standards that have been issued by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on our consolidated financial statements upon adoption.

CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements within the meaning of the federal securities laws. Any statements contained herein that are not historical facts may be deemed to be forward-looking statements. Forward-looking statements may be identified by words such as “anticipate,” “assume,” “believe,” “estimate,” “expect,” “forecast,” “goals,” “guidance,” “intend,” “plan,” “project,” “may,” “will,” “would” and similar expressions. These statements are based on management’s current expectations, estimates, forecasts and projections about our business and the industry in which we operate. These estimates and assumptions involve known and unknown risks, uncertainties, and other factors that are in some cases beyond our control. Factors that may cause our actual results to differ materially from any forward-looking statements include, but are not limited to, the important factors described in the “Discussion of Critical Accounting Estimates,” and in other sections in this Form 10-Q and in our most recent Annual Report on Form 10-K and other Securities and Exchange Commission filings, including:

• Food service businesses such as ours may be materially and adversely affected by changes in consumer tastes or eating habits, and economic, political and socioeconomic conditions. Adverse economic conditions such as unemployment (particularly in California and Texas where our Jack in the Box restaurants are concentrated) may result in reduced restaurant traffic and sales and impose practical limits on pricing.

• Our profitability depends in part on changes in food costs and availability, fuel costs and other supply and distribution costs. The risks of increased commodities costs and volatility in costs could negatively impact our margins as well as franchisee margins.

• Multi-unit food service businesses such as ours can be materially and adversely affected by widespread negative publicity of any type, particularly regarding food quality or public health issues. Negative publicity regarding our brands or the restaurant industry in general could cause a decline in system restaurant sales and could have a material adverse effect on our financial condition and results of operations.

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• Food service businesses such as ours are subject to the risk that shortages or interruptions in supply could adversely affect the availability, quality and cost of ingredients.

• Our business can be materially and adversely affected by severe weather conditions, which can result in lost restaurant sales and increased costs.

• New restaurant development, which is critical to our long-term success, involves substantial risks, including availability of acceptable financing, cost overruns and the inability to secure suitable sites on acceptable terms.

• Our growth strategy includes opening restaurants in new markets where we cannot assure that we will be able to successfully expand, compete with existing restaurants, attract customers or otherwise operate profitably.

• The restaurant industry is highly competitive with respect to price, service, location, brand identification and the quality of food. We cannot assure that we will be able to effectively respond to aggressive competitors (including competitors with significantly greater financial resources); that our facility improvements will yield the desired return on investment; or that our new products, service initiatives or our overall strategies will be successful.

• The cost of compliance with labor and other regulations could negatively affect our results of operations and financial condition. The increasing amount and complexity of federal, state and local governmental regulations applicable to our industry may increase both our costs of compliance and our exposure to regulatory claims.

• Should our advertising and promotion be less effective than our competitors, there could be a material adverse effect on our results of operations and financial condition.

• We may not be able to achieve or maintain the ownership mix of franchisee to company-operated restaurants that we desire. Additionally, our ability to reduce operating costs through increased franchise ownership is subject to risks and uncertainties.

• We cannot assure that franchisees and developers planning the opening of franchisee restaurants will have the ability or resources to open restaurants or be effective operators, remain aligned with our operations, promotional and capital-intensive initiatives, or successfully operate restaurants in a manner consistent with our standards. In addition, a franchisee's unrelated business obligations could adversely affect a franchisee’s ability to make timely payments to us or adhere to our standards and project an image consistent with our brands.

• The loss of key personnel could have a material adverse effect on our business.

• We cannot assure that our current cost reduction and outsourcing activities, or any other activities that we may undertake in the future, will achieve the desired cost savings and efficiencies.

• A material failure or interruption of service or a breach in security of our computer systems could cause reduced efficiency in operations, loss of data or business interruptions.

• Failure to comply with environmental laws could result in the imposition of severe penalties or restrictions on operations by governmental agencies or courts of law, which could adversely affect operations.

• Our ability to repay expected borrowings under our credit facility and to meet our other debt or contractual obligations will depend upon our future performance and our cash flows from operations, both of which are subject to prevailing economic conditions and financial, business and other known and unknown risks and uncertainties, certain of which are beyond our control.

• Changes in accounting standards, policies or related interpretations by accountants or regulatory entities may negatively impact our results.

• We are subject to litigation which is inherently unpredictable and can result in unfavorable resolutions where the amount of ultimate loss may differ from our estimated loss contingencies, or impose other costs in defense of claims.

Potential investors are urged to consider these factors carefully in evaluating any forward-looking statements, and are cautioned not to place undue reliance on the forward-looking statements. All forward-looking statements are made only as of the date issued, and we do not undertake any obligation to update any forward-looking statements.

ITEM 3.        QUANITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Our primary exposure to risks relating to financial instruments is changes in interest rates. Our credit facility, which is comprised of a revolving credit facility and a term loan, bears interest at an annual rate equal to the prime rate or LIBOR plus an applicable margin based on a financial leverage ratio. As of July 8, 2012, the applicable margin for the LIBOR-based revolving loans and term loan was set at 2.50%.

We use interest rate swap agreements to reduce exposure to interest rate fluctuations. In August 2010, we entered into two interest rate swap agreements that will effectively convert $100.0 million of our variable rate term loan borrowings to a fixed-rate

26

basis beginning September 2011 through September 2014. Based on the term loan’s applicable margin of 2.50% as of July 8, 2012, these agreements would have an average pay rate of 1.54%, yielding an “all-in” fixed rate of 4.04%.

A hypothetical 100 basis point increase in short-term interest rates, based on the outstanding balance of our revolving credit facility and term loan at July 8, 2012, would result in an estimated increase of $3.5 million in annual interest expense.

We are also exposed to the impact of commodity and utility price fluctuations related to unpredictable factors such as weather and various other market conditions outside our control. Our ability to recover increased costs through higher prices is limited by the competitive environment in which we operate. From time to time, we enter into futures and option contracts to manage these fluctuations. At July 8, 2012, we had no such contracts in place.

ITEM 4.        CONTROLS AND PROCEDURES

Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

Based on an evaluation of the Company’s disclosure controls and procedures (as defined in Rules 13a - 15 and 15d - 15 of the Securities Exchange Act of 1934, as amended), as of the end of the Company’s quarter ended July 8, 2012, the Company’s Chief Executive Officer and Chief Financial Officer (its principal executive officer and principal financial officer, respectively) have concluded that the Company’s disclosure controls and procedures were effective.

Changes in Internal Control Over Financial Reporting

There have been no changes in the Company’s internal control over financial reporting that occurred during the Company’s fiscal quarter ended July 8, 2012 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

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PART II. OTHER INFORMATION

There is no information required to be reported for any items under Part II, except as follows:

ITEM 1.        LEGAL PROCEEDINGS

The Company is subject to normal and routine litigation brought by former, current or prospective employees, customers, franchisees, vendors, landlords, shareholders or others. The Company assesses contingencies to determine the degree of probability and range of possible loss for potential accrual in its financial statements. An estimated loss contingency is accrued in the financial statements if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Because litigation is inherently unpredictable, assessing contingencies is highly subjective and requires judgments about future events. The Company regularly reviews contingencies to determine the adequacy of the accruals and related disclosures. The ultimate amount of loss may differ from these estimates. Although the Company currently believes that the ultimate outcome of these matters will not have a material adverse effect on the results of operations, liquidity or financial position of the Company, it is possible that the results of operations, liquidity, or financial position of the Company could be materially affected in any particular future reporting period by the unfavorable resolution of one or more of these matters or contingencies.

ITEM 1A.    RISK FACTORS

You should consider the risks and uncertainties described under Item 1A of Part I of our Annual Report on Form 10-K for the fiscal year ended October 2, 2011, which we filed with the SEC on November 23, 2011, together with the risks and uncertainties discussed under the heading “Cautionary Statements Regarding Forward-Looking Statements” in Item 2 of this Quarterly Report on Form 10-Q when evaluating our business and our prospects. There have been no material changes from the risk factors as previously disclosed in our Annual Report on Form 10-K for the fiscal year ended October 2, 2011. These risks and uncertainties are not the only ones we face. Additional risks and uncertainties not presently known to us or that we currently consider immaterial may also impair our business operations. If any of the risks or uncertainties actually occurs, our business and financial results could be harmed. In that case, the market price of our common stock could decline. You should also refer to the other information set forth in this Quarterly Report and in our Annual Report on Form 10-K for the fiscal year ended October 2, 2011, including our financial statements and the related notes.

ITEM 5.          OTHER INFORMATION

Item 1.01 Entry into a Material Definitive Agreement.

The Board of Directors (the “Board”), following a recommendation of the Nominating and Governance Committee of the Board, approved an amended and restated form of Indemnification Agreement for the Company’s directors, officers, key employees and key agents. The Board also authorized the Company to enter into the amended and restated form of Indemnification Agreement with each of its existing directors, officers and key employees, effective August 6, 2012.

The amended and restated Indemnification Agreement reflects changes in Delaware law and best practices since the Board’s adoption of the prior form, and complies with the Company’s Bylaws and Delaware law. The Board determined that it was in the best interests of the Company and its stockholders to approve the amended and restated Indemnification Agreement to help the Company attract and retain the services of talented and experienced individuals to serve as directors, officers, employees and agents of the Company and its subsidiaries.

This summary of the amended and restated Indemnification Agreement is qualified in its entirety by reference to the form of Indemnification Agreement attached as Exhibit 10.11 to this report, and is incorporated herein by reference.

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ITEM 6.    EXHIBITS

Number	Description	Form	Filed with SEC
3.1	Restated Certificate of Incorporation, as amended, dated March 6, 1992	10-K	12/2/1999
3.1.1	Certificate of Amendment of Restated Certificate of Incorporation, dated September 21, 2007	8-K	9/24/2007
3.2	Amended and Restated Bylaws, dated April 9, 2012	8-K	4/10/2012
10.11 ~	Form of Amended and Restated Indemnification Agreement between the registrant and individual directors, officers and key employees.	—	Filed herewith
31.1	Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	—	Filed herewith
31.2	Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	—	Filed herewith
32.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	—	Filed herewith
32.2	Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	—	Filed herewith
101.INS*	XBRL Instance Document
101.SCH*	XBRL Taxonomy Extension Schema Document
101.CAL*	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*	XBRL Taxonomy Extension Label Linkbase Document
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document

____________________________

~ Management contract or compensatory plan

* In accordance with Regulation S-T, the XBRL-related information in Exhibit 101 to this Quarterly Report on Form 10-Q shall be deemed to be “furnished” and not “filed.”

29

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.

	JACK IN THE BOX INC.
By:	/S/    JERRY P. REBEL
	Jerry P. Rebel
	Executive Vice President and Chief Financial Officer (principal financial officer) (Duly Authorized Signatory)

Date: August 10, 2012

30

EX-10.11

Exhibit 10.11

INDEMNITY AGREEMENT

This Indemnity Agreement, dated _______________, 201_, is made between JACK IN THE BOX, INC., a Delaware corporation (the “Company”), and ____________________________________ (the “Indemnitee”).

RECITALS

A.The Company desires to attract and retain the services of talented and experienced individuals, such as Indemnitee, to serve as directors and officers of the Company and its subsidiaries and wishes to indemnify its directors and officers to the maximum extent permitted by law;

B.The Company and Indemnitee recognize that corporate litigation in general has subjected directors and officers to expensive litigation risks;

C.Section 145 of the General Corporation Law of Delaware, under which the Company is organized (“Section 145”), empowers the Company to indemnify its directors, officers, employees, or agents by agreement and to indemnify persons who serve, at the request of the Company, as the directors, officers, employees, or agents of other corporations or enterprises, and expressly provides that the indemnification provided by Section 145 is not exclusive;

D.Section 145(g) allows for the purchase of management liability (“D&O”) insurance by the Company, which in theory can cover asserted liabilities without regard to whether they are indemnifiable or not; and

E.Individuals considering service or presently serving expect to be extended market terms of indemnification commensurate with their position, and that entities such as Company will endeavor to maintain appropriate D&O insurance; and

F.In order to induce Indemnitee to serve or continue to serve as a director, officer, employee, or agent of the Company and/or one or more subsidiaries of the Company, the Company and Indemnitee enter into this Agreement. Company acknowledges that Indemnitee's service is in reliance on this Agreement.

AGREEMENT

NOW, THEREFORE, the Indemnitee and the Company hereby agree as follows:

1.Definitions. As used in this Agreement:

(a)“Agent” means any person who is or was a director, officer, employee, or other agent of the Company or a subsidiary of the Company; or is or was serving at the request of, for the convenience of, or to represent the interests of the Company or a subsidiary of the Company as a director, officer, employee or agent of another foreign or domestic corporation, partnership, joint venture, trust or other enterprise; or was a director, officer, employee or agent of a foreign or domestic corporation which was a predecessor corporation of the Company or a subsidiary of the Company, or was a director, officer, employee or agent of another enterprise at the request of, for the convenience of, or to represent the interests of such predecessor corporation.

(b)“Board” means the Board of Directors of the Company.

(c)“Expenses” shall include all out‑of‑pocket costs of any type or nature whatsoever (including, without limitation, all attorneys' fees and related disbursements), actually and reasonably incurred by the Indemnitee in connection with either the investigation, defense or appeal of a Proceeding or establishing or enforcing a right to indemnification under this Agreement, or Section 145 or otherwise; provided, however, that “Expenses” shall not include any judgments, fines, ERISA excise taxes or penalties, or amounts paid in settlement of a Proceeding.

(d)“Independent Counsel” means a law firm, or a partner (or, if applicable, member) of such a law firm, that is experienced in matters of corporation law and neither currently is, nor in the past five years has been, retained to represent: (i) the Company or the Indemnitee in any matter material to either such party or (ii) any other party to or witness in the proceeding giving rise to a claim for indemnification hereunder. Notwithstanding the foregoing, the term “Independent Counsel” shall not include any person who, under the applicable standards of professional conduct then prevailing, would have a conflict of interest in representing either the Company or the Indemnitee in an action to determine the Indemnitee's rights under this Agreement.

(e)“Proceeding” means any threatened, pending, or completed action, suit or other proceeding, whether civil, criminal, arbitration, administrative, or investigative.

(f)“Subsidiary” means any corporation of which more than 50% of the outstanding voting securities is owned directly or indirectly by the Company, by the Company and one or more other subsidiaries, or by one or more other subsidiaries.

2.Agreement to Serve. The Indemnitee agrees to serve and/or continue to serve as an Agent of the Company, at

Exhibit 10.11

its will (or under separate agreement, if such agreement exists), in the capacity the Indemnitee currently serves as an Agent of the Company, so long as the Indemnitee is duly appointed or elected and qualified in accordance with the applicable provisions of the Bylaws of the Company or any subsidiary of the Company or until such time as the Indemnitee tenders his or her resignation in writing; provided, however, that nothing contained in this Agreement is intended to create any right to continued employment by the Indemnitee.

3.Liability Insurance.

(a)Maintenance of D&O Insurance. The Company hereby covenants and agrees that, so long as the Indemnitee shall continue to serve as an Agent of the Company and thereafter so long as the Indemnitee shall be subject to any possible Proceeding by reason of the fact that the Indemnitee was an Agent of the Company, the Company, subject to Section 3(c), shall promptly obtain and maintain in full force and effect directors' and officers' liability insurance (“D&O Insurance”) in reasonable amounts from established and reputable insurers, as more fully described below.

(b)Rights and Benefits. In all policies of D&O Insurance, the Indemnitee shall qualify as an insured in such a manner as to provide the Indemnitee the same rights and benefits as are accorded to the most favorably insured of the Company's independent directors (as defined by the insurer) if the Indemnitee is such an independent director; of the Company's non-independent directors if the Indemnitee is not an independent director; of the Company's officers if the Indemnitee is an officer of the Company; or of the Company's key employees, if the Indemnitee is not a director or officer but is a key employee.

(c)Limitation on Required Maintenance of D&O Insurance. Notwithstanding the foregoing, the Company shall have no obligation to obtain or maintain D&O Insurance at all, or of any type, terms, or amount, if the Company determines in good faith that: such insurance is not reasonably available; the premium costs for such insurance are disproportionate to the amount of coverage provided; the coverage provided by such insurance is limited so as to provide an insufficient or unreasonable benefit; the Indemnitee is covered by similar insurance maintained by a subsidiary of the Company; the Company is to be acquired and a tail policy of reasonable terms and duration can be purchased for pre-closing acts or omissions by the Indemnitee; or the Company is to be acquired and D&O Insurance can be maintained by the acquirer that covers pre-closing acts and omissions by the Indemnitee.

4.Mandatory Indemnification. Subject to the terms of this Agreement:

(a)Third Party Actions. If the Indemnitee is a person who was or is a party or is threatened to be made a party to any Proceeding (other than an action by or in the right of the Company) by reason of the fact that the Indemnitee is or was an Agent of the Company, or by reason of anything done or not done by the Indemnitee in any such capacity, the Company shall indemnify the Indemnitee against all Expenses and liabilities of any type whatsoever (including, but not limited to, judgments, fines, ERISA excise taxes and penalties, and amounts paid in settlement) actually and reasonably incurred by the Indemnitee in connection with the investigation, defense, settlement or appeal of such Proceeding, provided the Indemnitee acted in good faith and in a manner the Indemnitee reasonably believed to be in or not opposed to the best interests of the Company, and, with respect to any criminal action or Proceeding, had no reasonable cause to believe his or her conduct was unlawful.

(b)Derivative Actions. If the Indemnitee is a person who was or is a party or is threatened to be made a party to any Proceeding by or in the right of the Company by reason of the fact that the Indemnitee is or was an Agent of the Company, or by reason of anything done or not done by the Indemnitee in any such capacity, the Company shall indemnify the Indemnitee against all Expenses actually and reasonably incurred by the Indemnitee in connection with the investigation, defense, settlement or appeal of such Proceeding, provided the Indemnitee acted in good faith and in a manner the Indemnitee reasonably believed to be in or not opposed to the best interests of the Company; except that no indemnification under this Section 4(b) shall be made in respect to any claim, issue or matter as to which the Indemnitee shall have been finally adjudged to be liable to the Company by a court of competent jurisdiction unless and only to the extent that the Delaware Court of Chancery or the court in which such Proceeding was brought shall determine upon application that, despite the adjudication of liability but in view of all the circumstances of the case, the Indemnitee is fairly and reasonably entitled to indemnity for such amounts which the Delaware Court of Chancery or such other court shall deem proper.

(c)Actions where Indemnitee is Deceased. If the Indemnitee is a person who was or is a party or is threatened to be made a party to any Proceeding by reason of the fact that the Indemnitee is or was an Agent of the Company, or by reason of anything done or not done by the Indemnitee in any such capacity, and if, prior to, during the pendency of or after completion of such Proceeding the Indemnitee is deceased, the Company shall indemnify the Indemnitee's heirs, executors and administrators against all Expenses and liabilities of any type whatsoever to the extent the Indemnitee would have been entitled to indemnification pursuant to this Agreement were the Indemnitee still alive.

(d)Limitations. Notwithstanding the foregoing, the Company shall not be obligated to indemnify the Indemnitee for Expenses or liabilities of any type whatsoever for which payment is actually made to or on behalf of the Indemnitee under an insurance policy, or under a valid and enforceable indemnity clause, bylaw or agreement.

(e)Witness. In the event that Indemnitee is not a party or threatened to be made a party to a Proceeding,

Exhibit 10.11

but is subpoenaed in such a Proceeding by reason of the fact that the Indemnitee is or was an Agent of the Company, or by reason of anything witnessed by the Indemnitee in that capacity, the Company shall indemnify the Indemnitee against all actually and reasonable out‑of‑pocket costs of any type or nature whatsoever incurred by the Indemnitee in responding to such subpoena;

5.Indemnification for Expenses in a Proceeding in Which the Indemnitee is Wholly or Partly Successful.

(a)Successful Defense. Notwithstanding any other provisions of this Agreement, to the extent the Indemnitee has been successful in defense of any Proceeding (including, without limitation, an action by or in the right of the Company) in which the Indemnitee was a party by reason of the fact that the Indemnitee is or was an Agent of the Company at any time, the Company shall indemnify the Indemnitee against all Expenses actually and reasonably incurred by or on behalf of the Indemnitee for the investigation, defense or appeal of such Proceeding.

(b)Partially Successful Defense. Notwithstanding any other provisions of this Agreement, to the extent that the Indemnitee is a party to any Proceeding (including, without limitation, an action by or in the right of the Company) in which the Indemnitee was a party by reason of the fact that the Indemnitee is or was an Agent of the Company at any time and is successful as to one or more but less than all claims, issues or matters in such Proceeding, the Company shall indemnify the Indemnitee against all Expenses actually and reasonably incurred by or on behalf of the Indemnitee for each successfully resolved claim, issue or matter.

6.Mandatory Advancement of Expenses. Subject to the terms of this Agreement and following notice pursuant to Section 7(a) below, the Company shall advance all Expenses reasonably incurred by the Indemnitee (unless there has been a final determination that the Indemnitee is not entitled to advancement or indemnification for such Expenses): (i) in connection with the investigation, defense, settlement or appeal of any Proceeding to which the Indemnitee is a party or is threatened to be made a party by reason of the fact that the Indemnitee is or was an Agent of the Company and (ii) for any legal proceeding brought to determine Indemnitee's right to advancement or indemnification.  The foregoing right shall attach only upon receipt of: (i) notice and demand by Indemnitee; (ii) an undertaking by or on behalf of the Indemnitee to repay the amount advanced in the event and to the extent that it shall ultimately be determined that the Indemnitee is not entitled to such advancement or indemnification by the Company (including, in a legalproceeding brought to determine Indemnitee's right to advancement or indemnification, repayment to the extent Indemnitee does not prevail); and(iii) satisfactory documentation supporting such Expenses. Such advances are intended to be an obligation of the Company to the Indemnitee hereunder and shall in no event be deemed to be a personal loan. The advances to be made hereunder shall be paid by the Company to the Indemnitee within twenty (20) days following delivery of a written request therefor by the Indemnitee to the Company. In the event that the Company fails to pay Expenses as incurred by the Indemnitee as required by this paragraph, Indemnitee may seek mandatory injunctive relief from any court having jurisdiction to require the Company to pay Expenses as set forth in this paragraph. If Indemnitee seeks mandatory injunctive relief pursuant to this paragraph, it shall not be a defense to enforcement of the Company's obligations set forth in this paragraph that Indemnitee has an adequate remedy at law for damages.

7.Notice and Other Indemnification Procedures.

(a)Notice by Indemnitee. Promptly after receipt by the Indemnitee of notice of the commencement of or the threat of commencement of any Proceeding, the Indemnitee shall, if the Indemnitee believes that indemnification with respect thereto may be sought from the Company under this Agreement, notify the Company in writing of the commencement or threat of commencement thereof.

(b)Insurance. If the Company receives notice pursuant to Section 7(a) hereof of the commencement of a Proceeding that may be covered under D&O Insurance then in effect, the Company shall give prompt notice of the commencement of such Proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company and the Indemnitee shall provide each other with reasonable cooperation regarding insurance claims.

(c)Defense. In the event the Company shall be obligated to pay the Expenses of any Proceeding against the Indemnitee, the Company shall be entitled to assume the defense of such Proceeding, with counsel selected by the Company and approved by the Indemnitee (which approval shall not be unreasonably withheld), upon the delivery to the Indemnitee of written notice of the Company's election so to do. After delivery of such notice, and the retention of such counsel by the Company, the Company will not be liable to the Indemnitee under this Agreement for any fees of counsel subsequently incurred by the Indemnitee with respect to the same Proceeding, provided that (i) the Indemnitee shall have the right to employ his or her own counsel in any such Proceeding at the Indemnitee's expense; and (ii) the Indemnitee shall have the right to employ his or her own counsel in any such Proceeding at the Company's expense if (A) the Company has authorized the employment of counsel by the Indemnitee at the expense of the Company, (B) the Indemnitee shall have reasonably concluded that there may be a conflict of interest between the Company and the Indemnitee in the conduct of any such defense, or (C) the Company shall not, in fact, have employed counsel to assume the defense of such Proceeding. In addition to all the requirements above, if the Company has D&O Insurance, or other insurance, with a panel counsel requirement that may cover the matter for which indemnity is claimed by Indemnitee, then Indemnitee shall use such panel counsel or other counsel approved by the insurers, unless there is an actual conflict of interest posed by representation by all such counsel, or unless and to the extent Company waives such requirement in

Exhibit 10.11

writing. The Indemnitee and its counsel shall provide reasonable cooperation with such insurer on request of the Company.

8.Right to Indemnification.

(a)Right to Indemnification. In the event that Section 5(a) is inapplicable, the Company shall indemnify the Indemnitee pursuant to this Agreement unless, and except to the extent that, it shall have been determined by one of the methods listed in Section 8(b) that the Indemnitee has not met the applicable standard of conduct required to entitle the Indemnitee to such indemnification.

(b)Determination of Right to Indemnification. A determination of the Indemnitee's right to indemnification under this Section 8 shall be made at the election of the Board by (i) a majority vote of directors who are not parties to the Proceeding for which indemnification is being sought, even though less than a quorum, or by a committee consisting of directors who are not parties to the Proceeding for which indemnification is being sought, who, even though less than a quorum, have been designated by a majority vote of the disinterested directors, or (ii) if there are no such disinterested directors or if the disinterested directors so direct, by Independent Counsel in a written opinion to the Board, a copy of which shall be delivered to the Indemnitee.

(c)Submission for Decision. As soon as practicable, and in no event later than thirty (30) days after the Indemnitee's written request for indemnification, the Board shall select the method for determining the Indemnitee's right to indemnification. The Indemnitee shall cooperate with the person or persons or entity making such determination with respect to the Indemnitee's right to indemnification, including providing to such person, persons or entity, upon reasonable advance request, any documentation or information which is not privileged or otherwise protected from disclosure and which is reasonably available to the Indemnitee and reasonably necessary to such determination. Any Independent Counsel or member of the Board shall act reasonably and in good faith in making a determination regarding the Indemnitee's entitlement to indemnification under this Agreement.

(d)Application to Court. If (i) a claim for indemnification or advancement of Expenses is denied, in whole or in part, (ii) no disposition of such claim is made by the Company within ninety (90) days after the request therefor, (iii) the advancement of Expenses is not timely made pursuant to Section 6 of this Agreement or (iv) payment of indemnification is not made pursuant to Section 5 of this Agreement, the Indemnitee shall have the right to apply to the Delaware Court of Chancery, the court in which the Proceeding is or was pending, or any other court of competent jurisdiction, for the purpose of enforcing the Indemnitee's right to indemnification (including the advancement of Expenses) pursuant to this Agreement.

(e)Expenses Related to the Enforcement or Interpretation of this Agreement. The Company shall indemnify the Indemnitee against all reasonable Expenses incurred by the Indemnitee in connection with any hearing or proceeding under this Section 8 involving the Indemnitee, and against all reasonable Expenses incurred by the Indemnitee in connection with any other proceeding between the Company and the Indemnitee involving the interpretation or enforcement of the rights of the Indemnitee under this Agreement, if and to the extent the Indemnitee is successful.

9.Exceptions. Any other provision herein to the contrary notwithstanding, the Company shall not be obligated:

(a)Claims Initiated by Indemnitee. To indemnify or advance Expenses to the Indemnitee with respect to any Proceedings or claims (including without limitation cross claims, counterclaims, and third party claims) either initiated or brought voluntarily by the Indemnitee, unless (i) such indemnification is expressly required to be made by law, (ii) the Proceeding was authorized by the Board, (iii) such indemnification is provided by the Company, in its sole discretion, pursuant to the powers vested in the Company under the General Corporation Law of Delaware or (iv) the Proceeding is solely brought only to establish or enforce a right to indemnification under this Agreement or any other statute or law or otherwise as required under Section 145 in advance of a final determination. This provision will control over all others in this Agreement.

(b)Fees on Fees. To indemnify the Indemnitee for any Expenses incurred by the Indemnitee with respect to any Proceeding instituted by the Indemnitee to enforce or interpret this Agreement, to the extent Indemnitee is not successful therein.

(c)Unauthorized Settlements. To indemnify the Indemnitee under this Agreement for any amounts paid in settlement of a Proceeding unless the Company consents to such settlement, which consent shall not be unreasonably withheld.

(d)Claims Under Section 16(b). To indemnify the Indemnitee for Expenses and the payment of profits made from the purchase and sale (or sale and purchase) by the Indemnitee of securities of the Company within the meaning of Section 16(b) of the Securities Exchange Act of 1934, as amended, or similar provisions of state statutory law or common law.

(e)Payments Contrary to Law. To indemnify or advance Expenses to the Indemnitee for which payment is prohibited by applicable law.

10.Non‑Exclusivity. The provisions for indemnification and advancement of Expenses set forth in this Agreement shall not be deemed exclusive of any other rights which the Indemnitee may have under any provision of law, the Company's Certificate of Incorporation or Bylaws, the vote of the Company's stockholders or disinterested directors, other agreements, or

Exhibit 10.11

otherwise, both as to action in the Indemnitee's official capacity and as to action in another capacity while occupying the Indemnitee's position as an Agent of the Company. The Indemnitee's rights hereunder shall continue after the Indemnitee has ceased acting as an Agent of the Company and shall inure to the benefit of the heirs, executors and administrators of the Indemnitee.

11.Permitted Defenses. It shall be a defense to any action for which a claim for indemnification is made under this Agreement (other than an action brought to enforce a claim for Expenses pursuant to Section 6 hereof, provided that the required undertaking has been tendered to the Company) that the Indemnitee is not entitled to indemnification because of the limitations set forth in Sections 4 and 9 hereof. Neither the failure of the Company (including its Board of Directors) or an Independent Counsel to have made a determination prior to the commencement of such enforcement action that indemnification of the Indemnitee is proper in the circumstances, nor an actual determination by the Company (including its Board of Directors) or an Independent Counsel that such indemnification is improper, shall be a defense to the action or create a presumption that the Indemnitee is not entitled to indemnification under this Agreement or otherwise.

12.Subrogation. In the event the Company is obligated to make a payment under this Agreement, the Company shall be subrogated to the extent of such payment to all of the rights of recovery (including without limitation under any insurance policy or any other indemnity agreement covering the Indemnitee), who shall execute all documents required and take all action that may be necessary to secure such rights and to enable the Company effectively to bring suit to enforce such rights, including without limitation by assigning all such rights to the Company or its designee to the extent of such indemnification or advancement of Expenses.

13.Survival of Rights.

(a)All agreements and obligations of the Company contained herein shall continue during the period Indemnitee is an Agent of the Company and shall continue thereafter so long as Indemnitee shall be subject to any possible claim or threatened, pending or completed Proceeding by reason of the fact that Indemnitee was serving in the capacity referred to herein.

(b)The Company shall require any successor to the Company (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business or assets of the Company, expressly to assume and agree to perform this Agreement in the same manner and to the same extent that the Company would be required to perform if no such succession had taken place.

14.Interpretation of Agreement. It is understood that the parties hereto intend this Agreement to be interpreted and enforced so as to provide indemnification to the Indemnitee to the fullest extent permitted by law, including those circumstances in which indemnification would otherwise be discretionary.

15.Severability. If any provision or provisions of this Agreement shall be held to be invalid, illegal or unenforceable for any reason whatsoever, (i) the validity, legality and enforceability of the remaining provisions of the Agreement (including, without limitation, all portions of any paragraphs of this Agreement containing any such provision held to be invalid, illegal or unenforceable, that are not themselves invalid, illegal or unenforceable) shall not in any way be affected or impaired thereby, and (ii) to the fullest extent possible, the provisions of this Agreement (including, without limitation, all portions of any paragraph of this Agreement containing any such provision held to be invalid, illegal or unenforceable, that are not themselves invalid, illegal or unenforceable) shall be construed so as to give effect to the intent manifested by the provision held invalid, illegal or unenforceable and to give effect to Section 15 hereof.

16.Modification and Waiver. No supplement, modification or amendment of this Agreement shall be binding unless it is in a writing signed by both of the parties hereto. No waiver of any of the provisions of this Agreement shall be deemed or shall constitute a waiver of any other provisions hereof (whether or not similar) nor shall such waiver constitute a continuing waiver.

17.Notice. All notices, requests, demands and other communications under this Agreement shall be in writing and shall be deemed to have been duly given (a) upon delivery if delivered by hand to the party to whom such notice or other communication shall have been directed, (b) if mailed by certified or registered mail with postage prepaid, return receipt requested, on the third business day after the date on which it is so mailed, (c) one business day after the business day of deposit with a nationally recognized overnight delivery service, specifying next day delivery, with written verification of receipt, or (d) on the same day as delivered by confirmed facsimile transmission if delivered during business hours or on the next successive business day if delivered by confirmed facsimile transmission after business hours. Addresses for notice to either party shall be as shown on the signature page of this Agreement, or to such other address as may have been furnished by either party in the manner set forth above.

18.Governing Law. This Agreement shall be governed exclusively by and construed according to the laws of the State of Delaware as applied to contracts between Delaware residents entered into and to be performed entirely within Delaware. This Agreement is intended to be an agreement of the type contemplated by Section 145 (f) of the General Corporation Law of Delaware.

Exhibit 10.11

19.Counterparts. This Agreement may be executed in one or more counterparts, each of which shall for all purposes be deemed to be an original but all of which together shall constitute one and the same Agreement. Only one such counterpart signed by the party against whom enforcement is sought needs to be produced to evidence the existence of this Agreement.

Exhibit 10.11

The parties hereto have entered into this Indemnity Agreement effective as of the date first above written.

Indemnitee: ______________________________ [Name of Indemnitee] Address: _______________________ _______________________________ The Company: Jack in the Box Inc. By: _______________________ Title: ______________________

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Linda A. Lang, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Jack in the Box Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Dated:	August 10, 2012	/S/ LINDA A. LANG
		Linda A. Lang
		Chief Executive Officer & Chairman of the Board

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Jerry P. Rebel, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Jack in the Box Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.  Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles

c. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a.  All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Dated:	August 10, 2012	/S/ JERRY P. REBEL
		Jerry P. Rebel
		Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

I, Linda A. Lang, Chief Executive Officer of Jack in the Box Inc. (the “Registrant”), do hereby certify in accordance with 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) the Quarterly Report on Form 10-Q of the Registrant, to which this certification is attached as an exhibit (the “Report”), fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 (15 U.S.C. 78m); and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

Dated:	August 10, 2012	/S/ LINDA A. LANG
		Linda A. Lang
		Chief Executive Officer

EX-32.2

Exhibit 32.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

I, Jerry P. Rebel, Chief Financial Officer of Jack in the Box Inc. (the “Registrant”), do hereby certify in accordance with 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) the Quarterly Report on Form 10-Q of the Registrant, to which this certification is attached as an exhibit (the “Report”), fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 (15 U.S.C. 78m); and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

Date:	August 10, 2012	/S/ JERRY P. REBEL
		Jerry P. Rebel
		Chief Financial Officer

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Summary Of Refranchisings, Franchisee Development And Acquisitions (Purchase Price Allocations On Franchise Acquisitions) (Details) (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Jul. 08, 2012	Jul. 10, 2011
Summary Of Refranchisings, Franchisee Development And Acquisitions [Line Items]
Restaurants acquired from franchisees	45	24
Property and equipment	$ 12,330	$ 4,858
Reacquired franchise rights	604	280
Liabilties assumed	(121)	(74)
Goodwill	35,449	17,439
Gains on the acquisition of franchised-operated restaurants	0	(426)
Total consideration	$ 48,262	$ 22,077

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Variable Interest Entities ("VIEs") (Narrative) (Details) (USD $) In Millions, unless otherwise specified	Jul. 08, 2012
Variable Interest Entity [Line Items]
Contribution from franchise lending program for franchise reimaging	$ 100.0
Maximum [Member]
Variable Interest Entity [Line Items]
Expected range of outstanding contribution	15.2
FFE [Member]
Variable Interest Entity [Line Items]
Commitment to lending program from company through capital note	20.0
Senior secured revolving securitization facility	$ 80.0

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Share-Based Compensation (Schedule Of Share-Based Awards Granted) (Details) In Thousands, unless otherwise specified	9 Months Ended
	Jul. 08, 2012
Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares	485,057
Performance-Vested Stock Awards [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares	234,258
Nonvested Stock Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares	86,052

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Variable Interest Entities ("VIEs") (Components Of FFE's Balance Sheet) (Details) (USD $) In Thousands, unless otherwise specified	Jul. 08, 2012		Oct. 02, 2011
Variable Interest Entity [Line Items]
Other current assets	$ 517		$ 1,793
Current liabilities	265,707		282,983
Other long-term liabilities	340,376		290,723
Retained earnings	1,108,194		1,063,020
Total liabilities and stockholders' equity	1,479,088		1,432,322
Jack In The Box Franchise Finance, LLC ("FFE") [Member]
Variable Interest Entity [Line Items]
Cash	707		531
Other current assets	2,286	[1]	2,086	[1]
Other assets, net	11,876	[1]	12,292	[1]
Total assets	14,869		14,909
Current liabilities	89		140
Revolving credit facility	0		1,160
Other long-term liabilities	15,248	[2]	14,046	[2]
Retained earnings	(468)		(437)
Total liabilities and stockholders' equity	$ 14,869		$ 14,909

[1] Consists primarily of amounts due from franchisees.

[2] Consists primarily of the capital note contributions from Jack in the Box which are eliminated in consolidation.

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Retirement Plans (Components Of Net Periodic Benefit Cost) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended			9 Months Ended		12 Months Ended
	Sep. 30, 2012	Jul. 08, 2012	Jul. 10, 2011	Jul. 08, 2012	Jul. 10, 2011	Oct. 02, 2011
Defined Benefit Plan Disclosure [Line Items]
Enhanced pension benefits		$ 6,167	$ 0	$ 6,167	$ 0
Discount rate	4.78%					5.60%
Expected long-term return on assets	7.25%					7.75%
Increase to accumulated other comprehensive loss, net		(42,371)	0	(42,371)	0
Defined Benefit Pension Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost		2,229	2,489	7,304	8,298
Interest cost		5,347	4,980	17,538	16,600
Expected return on plan assets		(4,743)	(4,785)	(15,504)	(15,948)
Actuarial loss		2,974	2,268	9,657	7,557
Amortization of unrecognized prior service cost		99	113	332	376
Net periodic benefit cost		5,906	5,065	19,327	16,883
Postretirement Healthcare Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost		14	19	47	61
Interest cost		374	366	1,244	1,220
Actuarial loss		21	46	69	155
Amortization of unrecognized prior service cost		0	7	0	24
Net periodic benefit cost		$ 409	$ 438	$ 1,360	$ 1,460

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Variable Interest Entities ("VIEs") (Tables)

9 Months Ended

Jul. 08, 2012

Variable Interest Entities ("VIEs") [Abstract]

Components Of FFE's Balance Sheet

The FFE’s balance sheet consisted of the following at the end of each period (in thousands):

	July 8, 2012			October 2, 2011
Cash	$	707		$	531
Other current assets (1)	2,286			2,086
Other assets, net (1)	11,876			12,292
Total assets	$	14,869		$	14,909
Current liabilities	$	89		$	140
Revolving credit facility	—			1,160
Other long-term liabilities (2)	15,248			14,046
Retained earnings	(468		)	(437		)
Total liabilities and stockholders’ equity	$	14,869		$	14,909

____________________________

(1) Consists primarily of amounts due from franchisees.

(2) Consists primarily of the capital note contributions from Jack in the Box which are eliminated in consolidation.

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Supplemental Consolidated Cash Flow Information (Additional Information Related To Cash Flows) (Details) (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Jul. 08, 2012	Jul. 10, 2011
Supplemental Cash Flow Information [Abstract]
Interest, net of amounts capitalized	$ 16,812	$ 10,811
Income tax payments	$ 31,852	$ 40,367

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Summary Of Refranchisings, Franchisee Development And Acquisitions (Tables)

9 Months Ended

Jul. 08, 2012

Summary Of Refranchisings, Franchisee Development And Acquisitions [Abstract]

Number Of Restaurants Sold And Developed By Franchisees And Related Gains And Fees Recognized

The following is a summary of the number of Jack in the Box restaurants sold to franchisees, the number of restaurants developed by franchisees and the related gains and fees recognized (dollars in thousands):

	Quarter						Year-to-Date
	July 8, 2012			July 10, 2011			July 8, 2012			July 10, 2011
Restaurants sold to franchisees	18			112			55			226
New restaurants opened by franchisees	7			12			36			40
Initial franchise fees	$	933		$	5,130		$	3,423		$	11,009
Proceeds from the sale of company-operated restaurants (1)	$	7,289		$	27,327		$	29,253		$	76,915
Net assets sold (primarily property and equipment)	(2,586		)	(16,372		)	(8,419		)	(36,244		)
Goodwill related to the sale of company-operated restaurants	(199		)	(556		)	(851		)	(1,522		)
Other	(771		)	(209		)	(1,050		)	(209		)
Gains on the sale of company-operated restaurants	$	3,733		$	10,190		$	18,933		$	38,940

____________________________

(1) Amounts in 2012 include additional proceeds of $0.2 million in the quarter and $2.3 million year-to-date recognized upon the extension of the underlying franchise and lease agreements related to restaurants sold in a prior year.

Franchise

Purchase Price Allocations On Franchise Acquisitions

owing table provides detail of the combined allocations in each period (dollars in thousands):

	Year-to-Date
	July 8, 2012			July 10, 2011
Restaurants acquired from franchisees	45			24
Property and equipment	$	12,330		$	4,858
Reacquired franchise rights	604			280
Liabilities assumed	(121		)	(74		)
Goodwill	35,449			17,439
Gain on the acquisition of franchise-operated restaurants	—			(426		)
Total consideration	$	48,262		$	22,077

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Stockholders' Equity (Narrative) (Details) (USD $) Share data in Millions, unless otherwise specified	4 Months Ended	9 Months Ended		1 Months Ended
	Jan. 22, 2012	Jul. 08, 2012	Jul. 10, 2011	Nov. 30, 2011 Stock Repurchase Authorization Program Expiring November 2013 [Member]	May 31, 2011 Stock Repurchase Authorization Program Expiring November 2012 [Member]
Equity, Class of Treasury Stock [Line Items]
Repurchase of common stock, authorized amount				$ 100,000,000	$ 100,000,000
Repurchase of common stock, remaining authorized amount		100,000,000
Common stock repurchased, shares	0.3
Common stock repurchased, aggregate cost	$ 6,400,000	$ 6,901,000	$ 138,050,000

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Derivative Instruments (Derivative Instruments Outstanding) (Details) (USD $) In Thousands, unless otherwise specified	Jul. 08, 2012		Oct. 02, 2011
Derivatives, Fair Value [Line Items]
Total liabilities at fair value	$ (40,715)		$ (36,970)
Accrued Liabilities [Member] | Interest Rate Swaps [Member]
Derivatives, Fair Value [Line Items]
Total liabilities at fair value			(2,682)
Fair Value, Measurements, Recurring [Member] | Interest Rate Swaps [Member]
Derivatives, Fair Value [Line Items]
Total liabilities at fair value	(2,564)	[1]	(2,682)	[1]
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
Derivatives, Fair Value [Line Items]
Total liabilities at fair value	(2,564)	[2]	(2,682)	[2]
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Interest Rate Swaps [Member]
Derivatives, Fair Value [Line Items]
Total liabilities at fair value			(2,682)	[1],[2]
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Accrued Liabilities [Member] | Interest Rate Swaps [Member]
Derivatives, Fair Value [Line Items]
Total liabilities at fair value	$ (2,564)	[1],[2]

[1] We entered into interest rate swaps to reduce our exposure to rising interest rates on our variable debt. The fair values of our interest rate swaps are based upon Level 2 inputs which include valuation models as reported by our counterparties. The key inputs for the valuation models are quoted market prices, interest rates and forward yield curves.

[2] We did not have any transfers in or out of Level 1 or Level 2.

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Basis Of Presentation (Details)	Jul. 08, 2012	Jul. 10, 2011
Nature Of Operations And Summary Of Significant Accounting Policies [Line Items]
Number of states of operation	44
Jack In The Box [Member]
Nature Of Operations And Summary Of Significant Accounting Policies [Line Items]
Number of restaurants	2,247	2,220
Qdoba [Member]
Nature Of Operations And Summary Of Significant Accounting Policies [Line Items]
Number of restaurants	614	564
Company Operated [Member] | Jack In The Box [Member]
Nature Of Operations And Summary Of Significant Accounting Policies [Line Items]
Number of restaurants	586	735
Company Operated [Member] | Qdoba [Member]
Nature Of Operations And Summary Of Significant Accounting Policies [Line Items]
Number of restaurants	304	229
Franchised [Member] | Jack In The Box [Member]
Nature Of Operations And Summary Of Significant Accounting Policies [Line Items]
Number of restaurants	1,661	1,485
Franchised [Member] | Qdoba [Member]
Nature Of Operations And Summary Of Significant Accounting Policies [Line Items]
Number of restaurants	310	335

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Stockholders' Equity (Components Of Accumulated Other Comprehensive Loss, Net Of Taxes) (Details) (USD $) In Thousands, unless otherwise specified	Jul. 08, 2012	Oct. 02, 2011
Stockholders' Equity Note [Abstract]
Unrecognized periodic benefit costs, net of tax benefits of $56,070 and $58,743, respectively	$ (114,196)	$ (94,288)
Net unrealized losses related to cash flow hedges, net of tax benefits of $999 and $1,030, respectively	(1,580)	(1,652)
Accumulated other comprehensive loss, net	(115,776)	(95,940)
Unrecognized periodic benefit costs, tax benefits	71,148	58,743
Net unrealized losses related to cash flow hedges, tax benefits	$ 984	$ 1,030

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Retirement Plans (Schedule Of Future Cash Flows) (Details) (USD $)	9 Months Ended
	Jul. 08, 2012
Defined Benefit Plan Disclosure [Line Items]
Minimum required contribution for retirement plans	$ 14,900,000
Defined Benefit Pension Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Net year-to-date contributions	11,148,000
Remaining estimated net contributions during fiscal 2012	6,000,000
Postretirement Healthcare Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Net year-to-date contributions	1,058,000
Remaining estimated net contributions during fiscal 2012	$ 300,000

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Derivative Instruments

9 Months Ended

Jul. 08, 2012

Derivative Instruments and Hedges, Assets [Abstract]

Derivative Instruments

DERIVATIVE INSTRUMENTS

Objectives and strategies — We are exposed to interest rate volatility with regard to our variable rate debt. To reduce our exposure to rising interest rates, in August 2010, we entered into two interest rate swap agreements that effectively convert $100.0 million of our variable rate term loan borrowings to a fixed-rate basis from September 2011 through September 2014.

Financial position — The following derivative instruments were outstanding as of the end of each period (in thousands):

	July 8, 2012				October 2, 2011
	Balance Sheet Location	Fair Value			Balance Sheet Location	Fair Value
Derivatives designated as hedging instruments:
Interest rate swaps (Note 3)	Accrued liabilities	$	(2,564	)	Accrued liabilities	$	(2,682	)
Total derivatives		$	(2,564	)		$	(2,682	)

Financial performance — The following is a summary of the accumulated other comprehensive income (“OCI”) gain or loss activity related to our interest rate swap derivative instruments (in thousands):

	Location of Loss in Income	Quarter						Year-to-Date
		July 8, 2012			July 10, 2011			July 8, 2012			July 10, 2011
Loss recognized in OCI (Note 9)	N/A	$	(264	)	$	(1,936	)	$	(883	)	$	(746	)
Loss reclassified from accumulated OCI into income (Note 9)	Interest expense, net	$	304		$	—		$	1,001		$	—

Amounts reclassified from accumulated OCI into interest expense represent payments made to the counterparty for the effective portions of the interest rate swaps. During the periods presented, our interest rate swaps had no hedge ineffectiveness.

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Derivative Instruments (Gains Or Losses Recognized On Interest Rate Swap Derivative Instruments) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Jul. 08, 2012	Jul. 10, 2011	Jul. 08, 2012	Jul. 10, 2011
Derivative Instruments, Gain (Loss) [Line Items]
Loss recognized in OCI (Note 9)	$ (264)	$ (1,936)	$ (883)	$ (746)
Loss reclassified from accumulated OCI into income (Note 9)	304	0	1,001	0
Interest Rate Swaps [Member] | Derivatives Designated As Hedging Instrument [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Loss recognized in OCI (Note 9)	(264)	(1,936)	(883)	(746)
Interest Rate Swaps [Member] | Interest Expense, Net [Member] | Derivatives Designated As Hedging Instrument [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Loss reclassified from accumulated OCI into income (Note 9)	$ 304	$ 0	$ 1,001	$ 0

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Retirement Plans (Tables)

9 Months Ended

Jul. 08, 2012

Pension and Other Postretirement Benefit Expense [Abstract]

Components Of Net Periodic Benefit Cost

The components of net periodic benefit cost were as follows in each period (in thousands):

	Quarter						Year-to-Date
	July 8, 2012			July 10, 2011			July 8, 2012			July 10, 2011
Defined benefit pension plans:
Service cost	$	2,229		$	2,489		$	7,304		$	8,298
Interest cost	5,347			4,980			17,538			16,600
Expected return on plan assets	(4,743		)	(4,785		)	(15,504		)	(15,948		)
Actuarial loss	2,974			2,268			9,657			7,557
Amortization of unrecognized prior service cost	99			113			332			376
Net periodic benefit cost	$	5,906		$	5,065		$	19,327		$	16,883
Postretirement healthcare plans:
Service cost	$	14		$	19		$	47		$	61
Interest cost	374			366			1,244			1,220
Actuarial loss	21			46			69			155
Amortization of unrecognized prior service cost	—			7			—			24
Net periodic benefit cost	$	409		$	438		$	1,360		$	1,460

Schedule Of Defined Benefit Plan Contribution

Details regarding 2012 contributions are as follows (in thousands):

	Defined Benefit Pension Plans		Postretirement Healthcare Plans
Net year-to-date contributions	$	11,148	$	1,058
Remaining estimated net contributions during fiscal 2012	$	6,000	$	300

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Impairment, Disposition Of Property And Equipment, Restaurant Closing And Restructuring Costs (Tables)

9 Months Ended

Jul. 08, 2012

Restructuring and Related Activities [Abstract]

Schedule of Impairment and Disposal Costs Included in Impairment and Other Charges

Impairment and other charges, net in the accompanying condensed consolidated statements of earnings is comprised of the following (in thousands):

	Quarter				Year-to-Date
	July 8, 2012		July 10, 2011		July 8, 2012		July 10, 2011
Impairment charges	$	656	$	517	$	2,765	$	1,684
Losses on the disposition of property and equipment, net	904		660		3,762		6,084
Costs of closed restaurants (primarily lease obligations) and other	2,337		924		5,270		2,423
Restructuring costs	11,284		—		12,809		—
	$	15,181	$	2,101	$	24,606	$	10,191

Restaurant Closing Costs

ws (in thousands):

	Quarter						Year-to-Date
	July 8, 2012			July 10, 2011			July 8, 2012			July 10, 2011
Balance at beginning of period	$	20,167		$	22,163		$	21,657		$	25,020
Additions and adjustments	1,801			379			3,713			1,163
Cash payments	(1,649		)	(1,661		)	(5,051		)	(5,302		)
Balance at end of quarter	$	20,319		$	20,881		$	20,319		$	20,881

Additions and adjustments in all periods primarily relate to revisions to certain sublease and cost assumptions.

Restru

Schedule of Restructuring and Related Costs

Restructuring costs — During fiscal 2012, we have been engaged in a comprehen

Accrued Severance And Related Costs

ousands):

	Quarter					Year-to-Date
	July 8, 2012			July 10, 2011		July 8, 2012			July 10, 2011
Balance at beginning of period	$	1,525		$	—	$	—		$	—
Additions	3,972			—		5,497			—
Cash payments	(2,826		)	—		(2,826		)	—
Balance at end of quarter	$	2,671		$	—	$	2,671		$	—

As part of the ongoing review of our organization structure, we expect to incur addition

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Segment Reporting (Summarized Financial Information Of Reportable Segments) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Jul. 08, 2012	Jul. 10, 2011	Jul. 08, 2012	Jul. 10, 2011	Oct. 02, 2011
Segment Reporting Information [Line Items]
Consolidated revenues	$ 501,820	$ 519,279	$ 1,661,165	$ 1,689,129
Distribution operations	138,839	125,704	473,779	393,753
Consolidated earnings from operations	22,086	32,953	83,676	101,658
Distribution operations	0	(217)	0	(1,399)
Consolidated depreciation expense	22,151	22,354	73,629	73,863
Consolidated goodwill	140,470		140,470		105,872
Jack In The Box [Member]
Segment Reporting Information [Line Items]
Consolidated revenues	288,178	337,980	970,254	1,135,626
Consolidated earnings from operations	15,439	28,500	71,085	95,675
Consolidated depreciation expense	17,873	19,001	60,201	63,658
Consolidated goodwill	48,330		48,330		49,181
Qdoba [Member]
Segment Reporting Information [Line Items]
Consolidated revenues	74,803	55,595	217,132	159,750
Consolidated earnings from operations	6,705	4,698	12,748	7,582
Consolidated depreciation expense	4,120	3,195	12,872	9,657
Consolidated goodwill	92,140		92,140		56,691
FFE Operations [Member]
Segment Reporting Information [Line Items]
Consolidated earnings from operations	(58)	(28)	(157)	(200)
Distribution Operations [Member]
Segment Reporting Information [Line Items]
Distribution operations	138,839	125,704	473,779	393,753
Consolidated depreciation expense	$ 158	$ 158	$ 556	$ 548

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Impairment, Disposition Of Property And Equipment, Restaurant Closing And Restructuring Costs (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Jul. 08, 2012	Jul. 10, 2011	Jul. 08, 2012	Jul. 10, 2011
Restructuring Cost and Reserve [Line Items]
Impairment charges	$ 656	$ 517	$ 2,765	$ 1,684
Losses on the disposition of property and equipment, net	904	660	3,762	6,084
Costs of closed restaurants (primarily lease obligations) and other	2,337	924	5,270	2,423
Restructuring costs	11,284	0	12,809	0
Impairment and other charges, net	15,181	2,101	24,606	10,191
Number of underperforming subject to impairment charges			5
Number of restaurants which we intend to close or have closed subject to impairment charges			3
Restructuring Reserve [Roll Forward]
Severance costs	3,972	0	5,497	0
Enhanced pension benefits	6,167	0	6,167	0
Other restructuring costs	1,145	0	1,145	0
Facility Closing [Member]
Restructuring Reserve [Roll Forward]
Balance at beginning of period	20,167	22,163	21,657	25,020
Additions and adjustments	1,801	379	3,713	1,163
Cash payments	1,649	1,661	5,051	5,302
Balance at end of period	20,319	20,881	20,319	20,881
Employee Severance [Member]
Restructuring Reserve [Roll Forward]
Balance at beginning of period	1,525	0	0	0
Severance costs	3,972	0	5,497	0
Cash payments	(2,826)	0	(2,826)	0
Balance at end of period	$ 2,671	$ 0	$ 2,671	$ 0

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Share-Based Compensation (Tables)

9 Months Ended

Jul. 08, 2012

Share-based Compensation [Abstract]

Schedule Of Share-Based Awards Granted

In fiscal 2012, we granted the following share-based compensation awards:

	Shares
Stock options	485,057
Performance-vested stock awards	234,258
Nonvested stock units	86,052

Components Of Share-Based Compensation Expense

The components of share-based compensation expense recognized in each period are as follows (in thousands):

	Quarter				Year-to-Date
	July 8, 2012		July 10, 2011		July 8, 2012		July 10, 2011
Stock options	$	788	$	1,175	$	2,763	$	3,861
Performance-vested stock awards	222		270		724		1,479
Nonvested stock awards	134		139		449		465
Nonvested stock units	295		199		910		777
Deferred compensation for non-management directors	—		—		155		173
Total share-based compensation expense	$	1,439	$	1,783	$	5,001	$	6,755

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Stockholders' Equity (Tables)

9 Months Ended

Jul. 08, 2012

Stockholders' Equity Note [Abstract]

Comprehensive Income, Net Of Taxes

Our total comprehensive income, net of taxes, was as follows (in thousands):

	Quarter						Year-to-Date
	July 8, 2012			July 10, 2011			July 8, 2012			July 10, 2011
Net earnings	$	11,592		$	18,745		$	45,174		$	57,947
Cash flow hedges:
Net change in fair value of derivatives	(264		)	(1,936		)	(883		)	(746		)
Net loss reclassified to earnings	304			—			1,001			—
Total	40			(1,936		)	118			(746		)
Tax effect	(15		)	739			(46		)	285
	25			(1,197		)	72			(461		)
Unrecognized periodic benefit costs:
Actuarial losses arising during the period	(42,371		)	—			(42,371		)	—
Actuarial losses and prior service cost reclassified to earnings	3,094			2,434			10,058			8,112
Total	(39,277		)	2,434			(32,313		)	8,112
Tax effect	15,078			(929		)	12,405			(3,097		)
	(24,199		)	1,505			(19,908		)	5,015
Total comprehensive income (loss)	$	(12,582	)	$	19,053		$	25,338		$	62,501

Components Of Accumulated Other Comprehensive Loss, Net Of Taxes

The components of accumulated other comprehensive loss, net of taxes, were as follows at the end of each period (in thousands):

	July 8, 2012			October 2, 2011
Unrecognized periodic benefit costs, net of tax benefits of $71,148 and $58,743, respectively	$	(114,196	)	$	(94,288	)
Net unrealized losses related to cash flow hedges, net of tax benefits of $984 and $1,030, respectively	(1,580		)	(1,652		)
Accumulated other comprehensive loss, net	$	(115,776	)	$	(95,940	)

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Fair Value Measurements

9 Months Ended

Jul. 08, 2012

Fair Value Disclosures [Abstract]

Fair Value Measurements

FAIR VALUE MEASUREMENTS

Financial assets and liabilities — The following table presents the financial assets and liabilities measured at fair value on a recurring basis at the end of each period (in thousands):

	Total			Quoted Prices in Active Markets for Identical Assets (Level 1) (3)			Significant Other Observable Inputs (Level 2) (3)			Significant Unobservable Inputs (Level 3)
Fair value measurements as of July 8, 2012:
Interest rate swaps (Note 4) (1)	$	(2,564	)	$	—		$	(2,564	)	$	—
Non-qualified deferred compensation plans (2)	(38,151		)	(38,151		)	—			—
Total liabilities at fair value	$	(40,715	)	$	(38,151	)	$	(2,564	)	$	—
Fair value measurements as of October 2, 2011:
Interest rate swaps (Note 4) (1)	$	(2,682	)	$	—		$	(2,682	)	$	—
Non-qualified deferred compensation plan (2)	(34,288		)	(34,288		)	—			—
Total liabilities at fair value	$	(36,970	)	$	(34,288	)	$	(2,682	)	$	—

____________________________

(1) We entered into interest rate swaps to reduce our exposure to rising interest rates on our variable debt. The fair values of our interest rate swaps are based upon Level 2 inputs which include valuation models as reported by our counterparties. The key inputs for the valuation models are quoted market prices, interest rates and forward yield curves.

(2) We maintain an unfunded defined contribution plan for key executives and other members of management excluded from participation in our qualified savings plan. The fair value of this obligation is based on the closing market prices of the participants’ elected investments.

(3) We did not have any transfers in or out of Level 1 or Level 2.

The fair values of the Company’s debt instruments are based on the amount of future cash flows associated with each instrument discounted using the Company’s borrowing rate. At July 8, 2012, the carrying value of all financial instruments was not materially different from fair value, as the interest rates on variable rate debt approximated rates currently available to the Company. The estimated fair values of our capital lease obligations approximated their carrying values as of July 8, 2012.

Non-financial assets and liabilities — The Company’s non-financial instruments, which primarily consist of property and equipment, goodwill and intangible assets, are reported at carrying value and are not required to be measured at fair value on a recurring basis. However, on a periodic basis (at least annually for goodwill and semi-annually for property and equipment) or whenever events or changes in circumstances indicate that their carrying value may not be recoverable, non-financial instruments are assessed for impairment. If applicable, the carrying values of the assets are written down to fair value.

In connection with our property and equipment impairment reviews during the 40-weeks ended July 8, 2012, eight Jack in the Box restaurants determined to be underperforming or which we intend to close having a carrying amount of $2.7 million were written down to their implied fair value of $0.5 million, resulting in an impairment charge of $2.2 million. To determine fair value, we used the income approach, which assumes that the future cash flows reflect current market expectations. The future cash flows are generally based on the assumption that the highest and best use of the asset is to sell the store to a franchisee (market participant). These fair value measurements require significant judgment using Level 3 inputs, such as discounted cash flows, which are not observable from the market, directly or indirectly. Refer to Note 5, Impairment, Disposition of Property and Equipment, Restaurant Closing Costs and Restructuring, for additional information regarding impairment charges.

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Average Shares Outstanding (Tables)

9 Months Ended

Jul. 08, 2012

Weighted Average Number of Shares Outstanding, Diluted [Abstract]

Reconciliation Of Basic Weighted-Average Shares Outstanding To Diluted Weighted-Average Shares Outstanding

The following table reconciles basic weighted-average shares outstanding to diluted weighted-average shares outstanding (in thousands):

	Quarter		Year-to-Date
	July 8, 2012	July 10, 2011	July 8, 2012	July 10, 2011
Weighted-average shares outstanding – basic	44,156	48,498	43,975	50,435
Effect of potentially dilutive securities:
Stock options	505	397	431	440
Nonvested stock awards and units	264	224	267	216
Performance-vested stock awards	228	133	219	134
Weighted-average shares outstanding – diluted	45,153	49,252	44,892	51,225
Excluded from diluted weighted-average shares outstanding:
Antidilutive	2,583	3,059	3,006	3,009
Performance conditions not satisfied at the end of the period	343	354	343	354

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Fair Value Measurements (Financial Assets And Liabilities Measured At Fair Value On Recurring Basis) (Details) (USD $)	3 Months Ended			9 Months Ended
	Jul. 08, 2012		Jul. 10, 2011	Jul. 08, 2012		Jul. 10, 2011	Oct. 02, 2011
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Carrying amount of Jack in the Box underperforming or intend to close restaurants	$ 825,550,000			$ 825,550,000			$ 855,426,000
Impairment charges	656,000		517,000	2,765,000		1,684,000
Total liabilities at fair value	(40,715,000)			(40,715,000)			(36,970,000)
Underperforming Jack In The Box Restaurants [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Number of Jack in the Box restaurants determinted to be underperforming or intend to close				8
Carrying amount of Jack in the Box underperforming or intend to close restaurants	2,700,000			2,700,000
Implied fair value of underperforming or intend to close Jack in the Box restaurants	500,000			500,000
Impairment charges				2,200,000
Fair Value, Measurements, Recurring [Member] | Interest Rate Swaps [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities at fair value	(2,564,000)	[1]		(2,564,000)	[1]		(2,682,000)	[1]
Fair Value, Measurements, Recurring [Member] | Non-Qualified Deferred Compensation Plan [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities at fair value	(38,151,000)	[2]		(38,151,000)	[2]		(34,288,000)	[2]
Fair Value, Measurements, Recurring [Member] | Quoted Prices In Active Markets For Identical Assets (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities at fair value	(38,151,000)	[3]		(38,151,000)	[3]		(34,288,000)	[3]
Fair Value, Measurements, Recurring [Member] | Quoted Prices In Active Markets For Identical Assets (Level 1) [Member] | Non-Qualified Deferred Compensation Plan [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities at fair value	(38,151,000)	[2],[3]		(38,151,000)	[2],[3]		(34,288,000)	[2],[3]
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities at fair value	(2,564,000)	[3]		(2,564,000)	[3]		(2,682,000)	[3]
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Interest Rate Swaps [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities at fair value							$ (2,682,000)	[1],[3]

[1] We entered into interest rate swaps to reduce our exposure to rising interest rates on our variable debt. The fair values of our interest rate swaps are based upon Level 2 inputs which include valuation models as reported by our counterparties. The key inputs for the valuation models are quoted market prices, interest rates and forward yield curves.

[2] We maintain an unfunded defined contribution plan for key executives and other members of management excluded from participation in our qualified savings plan. The fair value of this obligation is based on the closing market prices of the participants’ elected investments.

[3] We did not have any transfers in or out of Level 1 or Level 2.

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Average Shares Outstanding (Reconciliation Of Basic Weighted-Average Shares Outstanding To Diluted Weighted-Average Shares Outstanding) (Details) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Jul. 08, 2012	Jul. 10, 2011	Jul. 08, 2012	Jul. 10, 2011
Average Shares Outstanding [Line Items]
Weighted-average shares outstanding - basic	44,156	48,498	43,975	50,435
Weighted-average shares outstanding - diluted	45,153	49,252	44,892	51,225
Excluded from diluted weighted-average shares outstanding, Antidilutive	2,583	3,059	3,006	3,009
Excluded from diluted weighted-average shares outstanding, Performance conditions not satisfied at the end of the period	343	354	343	354
Stock Options [Member]
Average Shares Outstanding [Line Items]
Effect of potentially dilutive securities	505	397	431	440
Nonvested Stock Awards And Units [Member]
Average Shares Outstanding [Line Items]
Effect of potentially dilutive securities	264	224	267	216
Performance-Vested Stock Awards [Member]
Average Shares Outstanding [Line Items]
Effect of potentially dilutive securities	228	133	219	134

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Condensed Consolidated Balance Sheets (USD $) In Thousands, unless otherwise specified	Jul. 08, 2012	Oct. 02, 2011
Current assets:
Cash and cash equivalents	$ 10,815	$ 11,424
Accounts and other receivables, net	84,899	86,213
Inventories	36,997	38,931
Prepaid expenses	32,175	18,737
Deferred income taxes	44,166	45,520
Assets held for sale and leaseback	62,400	51,793
Other current assets	517	1,793
Total current assets	271,969	254,411
Property and equipment, at cost	1,532,655	1,518,799
Less accumulated depreciation and amortization	(707,105)	(663,373)
Property and equipment, net	825,550	855,426
Goodwill	140,470	105,872
Other assets, net	241,099	216,613
Total assets	1,479,088	1,432,322
Current liabilities:
Current maturities of long-term debt	21,400	21,148
Accounts payable	67,541	94,348
Accrued liabilities	176,766	167,487
Total current liabilities	265,707	282,983
Long-term debt, net of current maturities	430,441	447,350
Other long-term liabilities	340,376	290,723
Deferred income taxes	5,310	5,310
Stockholders' equity:
Preferred stock $0.01 par value, 15,000,000 shares authorized, none issued	0	0
Common stock $0.01 par value, 175,000,000 shares authorized, 75,600,656 and 74,992,487 issued, respectively	756	750
Capital in excess of par value	215,539	202,684
Retained earnings	1,108,194	1,063,020
Accumulated other comprehensive loss, net	(115,776)	(95,940)
Treasury stock, at cost, 31,072,631 and 30,746,099 shares, respectively	(771,459)	(764,558)
Total stockholders' equity	437,254	405,956
Total liabilities and stockholders' equity	$ 1,479,088	$ 1,432,322

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Income Taxes (Details) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Jul. 08, 2012	Jul. 10, 2011
Income Tax Expense (Benefit) [Abstract]
Effective tax rates	34.30%	35.00%
Gross unrecognized tax benefits associated with uncertain income tax positions	$ 0.9
Unrecognized Tax Benefits	$ 0.3

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Basis Of Presentation

9 Months Ended

Jul. 08, 2012

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis Of Presentation

BASIS OF PRESENTATION

Nature of operations — Founded in 1951, Jack in the Box Inc. (the “Company”) operates and franchises Jack in the Box^® quick-service restaurants and Qdoba Mexican Grill^® (“Qdoba”) fast-casual restaurants in 44 states. The following table summarizes the number of restaurants as of the end of each period:

	July 8, 2012	July 10, 2011
Jack in the Box:
Company-operated	586	735
Franchise	1,661	1,485
Total system	2,247	2,220
Qdoba:
Company-operated	304	229
Franchise	310	335
Total system	614	564

References to the Company throughout these Notes to Condensed Consolidated Financial Statements are made using the first person notations of “we,” “us” and “our.”

Basis of presentation — The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”). In our opinion, all adjustments considered necessary for a fair presentation of financial condition and results of operations for these interim periods have been included. Operating results for one interim period are not necessarily indicative of the results for any other interim period or for the full year.

These financial statements should be read in conjunction with the consolidated financial statements and related notes contained in our Annual Report on Form 10-K for the fiscal year ended October 2, 2011. The accounting policies used in preparing these condensed consolidated financial statements are the same as those described in our Form 10-K.

Principles of consolidation — The condensed consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries and the accounts of any variable interest entities where we are deemed the primary beneficiary. All significant intercompany transactions are eliminated. For information related to the variable interest entity included in our condensed consolidated financial statements, refer to Note 11, Variable Interest Entities.

Fiscal year — Our fiscal year is 52 or 53 weeks ending the Sunday closest to September 30. Fiscal years 2012 and 2011 include 52 weeks. Our first quarter includes 16 weeks and all other quarters include 12 weeks. All comparisons between 2012 and 2011 refer to the 12-weeks (“quarter”) and 40-weeks (“year-to-date”) ended July 8, 2012 and July 10, 2011, respectively, unless otherwise indicated.

Use of estimates — In preparing the condensed consolidated financial statements in conformity with U.S. GAAP, management is required to make certain assumptions and estimates that affect reported amounts of assets, liabilities, revenues, expenses and the disclosure of contingencies. In making these assumptions and estimates, management may from time to time seek advice and consider information provided by actuaries and other experts in a particular area. Actual amounts could differ materially from these estimates.

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Supplemental Consolidated Cash Flow Information (Tables)

9 Months Ended

Jul. 08, 2012

Supplemental Cash Flow Information [Abstract]

Additional Information Related To Cash Flows

	Year-to-Date
	July 8, 2012		July 10, 2011
Cash paid during the quarter for:
Interest, net of amounts capitalized	$	16,812	$	10,811
Income tax payments	$	31,852	$	40,367

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New Accounting Principles

9 Months Ended

Jul. 08, 2012

New Accounting Pronouncements and Changes in Accounting Principles [Abstract]

New Accounting Principles

NEW ACCOUNTING PRINCIPLES

In May 2011, the Financial Accounting Standards Board (“FASB”) issued ASU 2011-04, Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRS, which was issued to update the language used in existing guidance to better align U.S. GAAP and IFRS fair value measurement guidance. This update also requires increased disclosure of quantitative and qualitative information about unobservable inputs used in a fair value measurement that is categorized within Level 3 of the fair value hierarchy. Other than requiring additional disclosures, adoption of this new guidance in the second quarter did not have a significant impact on our consolidated financial statements.

In June 2011, the FASB issued ASU 2011-05, Presentation of Comprehensive Income, which was issued to enhance comparability between entities that report under U.S. GAAP and IFRS, and to provide a more consistent method of presenting non-owner transactions that affect an entity’s equity. ASU 2011-05 eliminates the option to report other comprehensive income and its components in the statement of changes in stockholders’ equity and requires an entity to present the total of comprehensive income, the components of net income and the components of other comprehensive income either in a single continuous statement or in two separate but consecutive statements. This pronouncement is effective for fiscal years, and interim periods within those years, beginning after December 15, 2011. Early adoption of the new guidance is permitted, and full retrospective application is required.

Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on our consolidated financial statements upon adoption.

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Supplemental Consolidated Balance Sheet Information (Tables)

9 Months Ended

Jul. 08, 2012

Balance Sheet Related Disclosures [Abstract]

Schedule Of Supplemental Consolidated Balance Sheet Information

	July 8, 2012		October 2, 2011
Other assets, net:
Company-owned life insurance policies	$	83,775	$	75,202
Deferred income tax asset	86,910		70,882
Other	70,414		70,529
	$	241,099	$	216,613
Accrued liabilities:
Payroll and related	$	50,431	$	40,438
Advertising	24,969		21,899
Insurance	32,866		37,987
Other	68,500		67,163
	$	176,766	$	167,487
Other long-term liabilities:
Pension	$	191,586	$	144,860
Straight-line rent accrual	54,080		53,659
Other	94,710		92,204
	$	340,376	$	290,723

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Basis Of Presentation (Tables)

9 Months Ended

Jul. 08, 2012

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Summary Of Number Of Restaurants

The following table summarizes the number of restaurants as of the end of each period:

	July 8, 2012	July 10, 2011
Jack in the Box:
Company-operated	586	735
Franchise	1,661	1,485
Total system	2,247	2,220
Qdoba:
Company-operated	304	229
Franchise	310	335
Total system	614	564

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Summary Of Refranchisings, Franchisee Development And Acquisitions

9 Months Ended

Jul. 08, 2012

Summary Of Refranchisings, Franchisee Development And Acquisitions [Abstract]

Summary Of Refranchisings, Franchisee Development And Acquisitions

SUMMARY OF REFRANCHISINGS, FRANCHISE DEVELOPMENT AND ACQUISITIONS

Refranchisings and franchise development — The following is a summary of the number of Jack in the Box restaurants sold to franchisees, the number of restaurants developed by franchisees and the related gains and fees recognized (dollars in thousands):

	Quarter						Year-to-Date
	July 8, 2012			July 10, 2011			July 8, 2012			July 10, 2011
Restaurants sold to franchisees	18			112			55			226
New restaurants opened by franchisees	7			12			36			40
Initial franchise fees	$	933		$	5,130		$	3,423		$	11,009
Proceeds from the sale of company-operated restaurants (1)	$	7,289		$	27,327		$	29,253		$	76,915
Net assets sold (primarily property and equipment)	(2,586		)	(16,372		)	(8,419		)	(36,244		)
Goodwill related to the sale of company-operated restaurants	(199		)	(556		)	(851		)	(1,522		)
Other	(771		)	(209		)	(1,050		)	(209		)
Gains on the sale of company-operated restaurants	$	3,733		$	10,190		$	18,933		$	38,940

____________________________

(1) Amounts in 2012 include additional proceeds of $0.2 million in the quarter and $2.3 million year-to-date recognized upon the extension of the underlying franchise and lease agreements related to restaurants sold in a prior year.

Franchise acquisitions — During fiscal 2012 and 2011, we acquired Qdoba franchise restaurants in select markets where we believe there is continued opportunity for restaurant development. We account for the acquisition of franchised restaurants using the acquisition method of accounting for business combinations. The purchase price allocations were based on fair value estimates determined using significant unobservable inputs (Level 3). The goodwill recorded primarily relates to the sales growth potential of the markets acquired. The following table provides detail of the combined allocations in each period (dollars in thousands):

	Year-to-Date
	July 8, 2012			July 10, 2011
Restaurants acquired from franchisees	45			24
Property and equipment	$	12,330		$	4,858
Reacquired franchise rights	604			280
Liabilities assumed	(121		)	(74		)
Goodwill	35,449			17,439
Gain on the acquisition of franchise-operated restaurants	—			(426		)
Total consideration	$	48,262		$	22,077

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Condensed Consolidated Balance Sheets (Parenthetical) (USD $)	Jul. 08, 2012	Oct. 02, 2011
Stockholders' equity:
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	15,000,000	15,000,000
Preferred stock, shares issued	0	0
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	175,000,000	175,000,000
Common stock, shares issued	75,600,656	74,992,487
Treasury stock at cost, shares	31,072,631	30,746,099

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Legal Matters

9 Months Ended

Jul. 08, 2012

Legal Matters [Abstract]

Legal Matters

LEGAL MATTERS

The Company is subject to normal and routine litigation brought by former, current or prospective employees, customers, franchisees, vendors, landlords, shareholders or others. The Company assesses contingencies to determine the degree of probability and range of possible loss for potential accrual in its financial statements. An estimated loss contingency is accrued in the financial statements if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Because litigation is inherently unpredictable, assessing contingencies is highly subjective and requires judgments about future events. The Company regularly reviews contingencies to determine the adequacy of the accruals and related disclosures. The ultimate amount of loss may differ from these estimates. Although the Company currently believes that the ultimate outcome of these matters will not have a material adverse effect on the results of operations, liquidity or financial position of the Company, it is possible that the results of operations, liquidity or financial position of the Company could be materially affected in any particular future reporting period by the unfavorable resolution of one or more of these matters or contingencies.

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Document And Entity Information	9 Months Ended
	Jul. 08, 2012	Aug. 03, 2012
Document And Entity Information [Abstract]
Entity Registrant Name	JACK IN THE BOX INC /NEW/
Entity Central Index Key	0000807882
Document Type	10-Q
Document Period End Date	Jul. 08, 2012
Amendment Flag	false
Current Fiscal Year End Date	--09-30
Document Fiscal Year Focus	2012
Document Fiscal Period Focus	Q3
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		44,579,115

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Segment Reporting

9 Months Ended

Jul. 08, 2012

Segment Reporting [Abstract]

Segment Reporting

SEGMENT REPORTING

Reflecting the information currently being used in managing the Company as a two-branded restaurant operations business, our segments comprise results related to system restaurant operations for our Jack in the Box and Qdoba brands. This segment reporting structure reflects the Company’s current management structure, internal reporting method and financial information used in deciding how to allocate Company resources. Based upon certain quantitative thresholds, both operating segments are considered reportable segments.

We measure and evaluate our segments based on segment earnings from operations. Summarized financial information concerning our reportable segments is shown in the following tables (in thousands):

	Quarter						Year-to-Date
	July 8, 2012			July 10, 2011			July 8, 2012			July 10, 2011
Revenues by segment:
Jack in the Box restaurant operations segment	$	288,178		$	337,980		$	970,254		$	1,135,626
Qdoba restaurant operations segment	74,803			55,595			217,132			159,750
Distribution operations	138,839			125,704			473,779			393,753
Consolidated revenues	$	501,820		$	519,279		$	1,661,165		$	1,689,129
Earnings from operations by segment:
Jack in the Box restaurant operations segment	$	15,439		$	28,500		$	71,085		$	95,675
Qdoba restaurant operations segment	6,705			4,698			12,748			7,582
Distribution operations	—			(217		)	—			(1,399		)
FFE operations	(58		)	(28		)	(157		)	(200		)
Consolidated earnings from operations	$	22,086		$	32,953		$	83,676		$	101,658
Total depreciation expense by segment:
Jack in the Box restaurant operations segment	$	17,873		$	19,001		$	60,201		$	63,658
Qdoba restaurant operations segment	4,120			3,195			12,872			9,657
Distribution operations	158			158			556			548
Consolidated depreciation expense	$	22,151		$	22,354		$	73,629		$	73,863

Interest income and expense, income taxes and total assets are not reported for our segments, in accordance with our method of internal reporting.

	July 8, 2012		October 2, 2011
Goodwill by segment (in thousands):
Jack in the Box	$	48,330	$	49,181
Qdoba	92,140		56,691
Consolidated goodwill	$	140,470	$	105,872

Refer to Note 2, Summary of Refranchisings, Franchise Development and Acquisitions, for information regarding the segment changes in goodwill during 2012.

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Condensed Consolidated Statements Of Earnings (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended				9 Months Ended
	Jul. 08, 2012		Jul. 10, 2011		Jul. 08, 2012		Jul. 10, 2011
Revenues:
Company restaurant sales	$ 285,376		$ 326,033		$ 940,281		$ 1,084,182
Distribution sales	138,839		125,704		473,779		393,753
Franchise revenues	77,605		67,542		247,105		211,194
Total revenue	501,820		519,279		1,661,165		1,689,129
Company restaurant costs:
Food and packaging	92,155		110,596		309,172		359,725
Payroll and employee benefits	81,806		96,723		274,875		329,235
Occupancy and other	64,316		78,100		214,751		259,896
Total company restaurant costs	238,277		285,419		798,798		948,856
Distribution costs	138,839		126,063		473,779		395,242
Franchise costs	38,604		31,589		126,459		101,268
Selling, general and administrative expenses	52,566		51,344		172,780		170,854
Impairment and other charges, net	15,181		2,101		24,606		10,191
Gains on the sale of company-operated restaurants	(3,733)	[1]	(10,190)	[1]	(18,933)	[1]	(38,940)	[1]
Total operating costs and expenses	479,734		486,326		1,577,489		1,587,471
Earnings from operations	22,086		32,953		83,676		101,658
Interest expense, net	4,371		4,016		14,962		12,573
Earnings before income taxes	17,715		28,937		68,714		89,085
Income taxes	6,123		10,192		23,540		31,138
Net earnings	$ 11,592		$ 18,745		$ 45,174		$ 57,947
Net earnings per share:
Basic	$ 0.26		$ 0.39		$ 1.03		$ 1.15
Diluted	$ 0.26		$ 0.38		$ 1.01		$ 1.13
Weighted-average shares outstanding:
Basic	44,156		48,498		43,975		50,435
Diluted	45,153		49,252		44,892		51,225

[1] Amounts in 2012 include additional proceeds of $0.2 million in the quarter and $2.3 million year-to-date recognized upon the extension of the underlying franchise and lease agreements related to restaurants sold in a prior year.Franchise

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Retirement Plans

9 Months Ended

Jul. 08, 2012

Pension and Other Postretirement Benefit Expense [Abstract]

Retirement Plans

RETIREMENT PLANS

Defined benefit pension plans — We sponsor a defined benefit pension plan (our “Primary Plan”) covering substantially all full-time employees, which will no longer accrue benefits effective December 31, 2015 and was closed to new participants effective January 1, 2011. We also sponsor an unfunded supplemental executive retirement plan, which provides certain employees additional pension benefits and was closed to new participants effective January 1, 2007. Benefits under both plans are based on the employees’ years of service and compensation over defined periods of employment.

In April 2012, we announced a voluntary early retirement program to eligible employees. The offering period for participation in the VERP had ended as of July 8, 2012. As a result, we incurred a charge in the quarter and an increase to our pension benefit obligation (“PBO”) of $6.2 million for enhanced retirement benefits under our Primary Plan. Additionally, we were required to re-measure the liability for our Primary Plan as of June 30, 2012.  The discount rate and long-term rate of return on plan assets used for the June 30th  re-measurement were 4.78% and 7.25% compared to 5.60% and 7.75%, respectively, at the end of fiscal 2011.  In connection with the re-measurement, the PBO of our Primary Plan increased $42.4 million due to actuarial losses arising during the period with a corresponding increase to accumulated other comprehensive loss, net. Refer to Note 9, Stockholders’ Equity, for additional information.  

Postretirement healthcare plans — We sponsor healthcare plans that provide postretirement medical benefits to certain employees who meet minimum age and service requirements. The plans are contributory, with retiree contributions adjusted annually, and contain other cost-sharing features such as deductibles and coinsurance.

Net periodic benefit cost — The components of net periodic benefit cost were as follows in each period (in thousands):

	Quarter						Year-to-Date
	July 8, 2012			July 10, 2011			July 8, 2012			July 10, 2011
Defined benefit pension plans:
Service cost	$	2,229		$	2,489		$	7,304		$	8,298
Interest cost	5,347			4,980			17,538			16,600
Expected return on plan assets	(4,743		)	(4,785		)	(15,504		)	(15,948		)
Actuarial loss	2,974			2,268			9,657			7,557
Amortization of unrecognized prior service cost	99			113			332			376
Net periodic benefit cost	$	5,906		$	5,065		$	19,327		$	16,883
Postretirement healthcare plans:
Service cost	$	14		$	19		$	47		$	61
Interest cost	374			366			1,244			1,220
Actuarial loss	21			46			69			155
Amortization of unrecognized prior service cost	—			7			—			24
Net periodic benefit cost	$	409		$	438		$	1,360		$	1,460

Future cash flows — Our policy is to fund our plans at or above the minimum required by law. As of the date of our last actuarial funding valuation, there was a $14.9 million minimum requirement that will be satisfied by September 15, 2013. Details regarding 2012 contributions are as follows (in thousands):

	Defined Benefit Pension Plans		Postretirement Healthcare Plans
Net year-to-date contributions	$	11,148	$	1,058
Remaining estimated net contributions during fiscal 2012	$	6,000	$	300

We will continue to evaluate contributions to our funded defined benefit pension plan based on changes in pension assets as a result of asset performance in the current market and economic environment.

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Income Taxes

9 Months Ended

Jul. 08, 2012

Income Tax Expense (Benefit) [Abstract]

Income Taxes

INCOME TAXES

The income tax provisions reflect year-to-date effective tax rates of 34.3% in 2012 and 35.0% in 2011. The final annual tax rate cannot be determined until the end of the fiscal year; therefore, the actual 2012 rate could differ from our current estimates.

At July 8, 2012, our gross unrecognized tax benefits associated with uncertain income tax positions were $0.9 million, which if recognized would favorably impact the effective income tax rate. The gross unrecognized tax benefits increased by $0.3 million from the end of fiscal year 2011 based on a preliminary assessment of a state income tax audit. It is reasonably possible that changes to the gross unrecognized tax benefits will be required within the next twelve months due to the possible settlement of state tax audits.

The major jurisdictions in which the Company files income tax returns include the United States and states in which we operate that impose an income tax. The federal statutes of limitations have not expired for fiscal years 2009 and forward. The statutes of limitations for California and Texas, which constitute the Company’s major state tax jurisdictions, have not expired for fiscal years 2001 and 2007, respectively, and forward. Generally, the statutes of limitations for the other state jurisdictions have not expired for fiscal years 2009 and forward.

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Basis Of Presentation (Policy)

9 Months Ended

Jul. 08, 2012

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis Of Presentation

Basis of presentation — The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”). In our opinion, all adjustments considered necessary for a fair presentation of financial condition and results of operations for these interim periods have been included. Operating results for one interim period are not necessarily indicative of the results for any other interim period or for the full year.

These financial statements should be read in conjunction with the consolidated financial statements and related notes contained in our Annual Report on Form 10-K for the fiscal year ended October 2, 2011. The accounting policies used in preparing these condensed consolidated financial statements are the same as those described in our Form 10-K.

Principles Of Consolidation

Principles of consolidation — The condensed consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries and the accounts of any variable interest entities where we are deemed the primary beneficiary. All significant intercompany transactions are eliminated. For information related to the variable interest entity included in our condensed consolidated financial statements, refer to Note 11, Variable Interest Entities.

Fiscal Year

Fiscal year — Our fiscal year is 52 or 53 weeks ending the Sunday closest to September 30. Fiscal years 2012 and 2011 include 52 weeks. Our first quarter includes 16 weeks and all other quarters include 12 weeks. All comparisons between 2012 and 2011 refer to the 12-weeks (“quarter”) and 40-weeks (“year-to-date”) ended July 8, 2012 and July 10, 2011, respectively, unless otherwise indicated.

Use Of Estimates

Use of estimates — In preparing the condensed consolidated financial statements in conformity with U.S. GAAP, management is required to make certain assumptions and estimates that affect reported amounts of assets, liabilities, revenues, expenses and the disclosure of contingencies. In making these assumptions and estimates, management may from time to time seek advice and consider information provided by actuaries and other experts in a particular area. Actual amounts could differ materially from these estimates.

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Supplemental Consolidated Cash Flow Information

9 Months Ended

Jul. 08, 2012

Supplemental Cash Flow Information [Abstract]

Supplemental Consolidated Cash Flow Information

SUPPLEMENTAL CONSOLIDATED CASH FLOW INFORMATION (in thousands)

	Year-to-Date
	July 8, 2012		July 10, 2011
Cash paid during the quarter for:
Interest, net of amounts capitalized	$	16,812	$	10,811
Income tax payments	$	31,852	$	40,367

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Average Shares Outstanding

9 Months Ended

Jul. 08, 2012

Weighted Average Number of Shares Outstanding, Diluted [Abstract]

Average Shares Outstanding

AVERAGE SHARES OUTSTANDING

Our basic earnings per share calculation is computed based on the weighted-average number of common shares outstanding. Our diluted earnings per share calculation is computed based on the weighted-average number of common shares outstanding adjusted by the number of additional shares that would have been outstanding had the potentially dilutive common shares been issued. Potentially dilutive common shares include stock options, nonvested stock awards and units, non-management director stock equivalents and shares issuable under our employee stock purchase plan. Performance-vested stock awards are included in the weighted-average diluted shares outstanding each period if the performance criteria have been met at the end of the respective periods.

The following table reconciles basic weighted-average shares outstanding to diluted weighted-average shares outstanding (in thousands):

	Quarter		Year-to-Date
	July 8, 2012	July 10, 2011	July 8, 2012	July 10, 2011
Weighted-average shares outstanding – basic	44,156	48,498	43,975	50,435
Effect of potentially dilutive securities:
Stock options	505	397	431	440
Nonvested stock awards and units	264	224	267	216
Performance-vested stock awards	228	133	219	134
Weighted-average shares outstanding – diluted	45,153	49,252	44,892	51,225
Excluded from diluted weighted-average shares outstanding:
Antidilutive	2,583	3,059	3,006	3,009
Performance conditions not satisfied at the end of the period	343	354	343	354

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Share-Based Compensation

9 Months Ended

Jul. 08, 2012

Share-based Compensation [Abstract]

Share-Based Compensation

SHARE-BASED COMPENSATION

We offer share-based compensation plans to attract, retain and motivate key officers, employees and non-employee directors to work toward the financial success of the Company. In fiscal 2012, we granted the following share-based compensation awards:

	Shares
Stock options	485,057
Performance-vested stock awards	234,258
Nonvested stock units	86,052

The components of share-based compensation expense recognized in each period are as follows (in thousands):

	Quarter				Year-to-Date
	July 8, 2012		July 10, 2011		July 8, 2012		July 10, 2011
Stock options	$	788	$	1,175	$	2,763	$	3,861
Performance-vested stock awards	222		270		724		1,479
Nonvested stock awards	134		139		449		465
Nonvested stock units	295		199		910		777
Deferred compensation for non-management directors	—		—		155		173
Total share-based compensation expense	$	1,439	$	1,783	$	5,001	$	6,755

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Stockholders' Equity

9 Months Ended

Jul. 08, 2012

Stockholders' Equity Note [Abstract]

Stockholders' Equity

STOCKHOLDERS’ EQUITY

Repurchases of common stock— In May 2011, the Board of Directors approved a program to repurchase up to $100.0 million in shares of our common stock expiring November 2012. During the first quarter, we repurchased approximately 0.3 million shares at an aggregate cost of $6.4 million, completing the May 2011 authorization. In November 2011, the Board of Directors approved a new program to repurchase $100.0 million in shares of our common stock expiring November 2013. As of the end of the third quarter, $100.0 million remains available under this authorization.

Comprehensive income— Our total comprehensive income, net of taxes, was as follows (in thousands):

	Quarter						Year-to-Date
	July 8, 2012			July 10, 2011			July 8, 2012			July 10, 2011
Net earnings	$	11,592		$	18,745		$	45,174		$	57,947
Cash flow hedges:
Net change in fair value of derivatives	(264		)	(1,936		)	(883		)	(746		)
Net loss reclassified to earnings	304			—			1,001			—
Total	40			(1,936		)	118			(746		)
Tax effect	(15		)	739			(46		)	285
	25			(1,197		)	72			(461		)
Unrecognized periodic benefit costs:
Actuarial losses arising during the period	(42,371		)	—			(42,371		)	—
Actuarial losses and prior service cost reclassified to earnings	3,094			2,434			10,058			8,112
Total	(39,277		)	2,434			(32,313		)	8,112
Tax effect	15,078			(929		)	12,405			(3,097		)
	(24,199		)	1,505			(19,908		)	5,015
Total comprehensive income (loss)	$	(12,582	)	$	19,053		$	25,338		$	62,501

Accumulated other comprehensive loss — The components of accumulated other comprehensive loss, net of taxes, were as follows at the end of each period (in thousands):

	July 8, 2012			October 2, 2011
Unrecognized periodic benefit costs, net of tax benefits of $71,148 and $58,743, respectively	$	(114,196	)	$	(94,288	)
Net unrealized losses related to cash flow hedges, net of tax benefits of $984 and $1,030, respectively	(1,580		)	(1,652		)
Accumulated other comprehensive loss, net	$	(115,776	)	$	(95,940	)

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Variable Interest Entities ("VIEs")

9 Months Ended

Jul. 08, 2012

Variable Interest Entities ("VIEs") [Abstract]

Variable Interest Entities ("VIEs")

VARIABLE INTEREST ENTITIES (“VIEs”)

We formed Jack in the Box Franchise Finance, LLC (“FFE”) for the purpose of operating a franchisee lending program which may provide up to $100.0 million to assist Jack in the Box franchisees in re-imaging their restaurants. We are the sole equity investor in FFE. The $100.0 million lending program is comprised of a $20.0 million commitment from the Company in the form of a capital note and an $80.0 million Senior Secured Revolving Securitization Facility (“FFE Facility”) entered into with a third party. The FFE Facility is a revolving loan and security agreement bearing a variable interest rate. The revolving period expired in June 2012 and we do not plan to make any future contributions.

We have determined that FFE is a VIE and that the Company is its primary beneficiary. We considered a variety of factors in identifying the primary beneficiary of FFE including, but not limited to, who holds the power to direct matters that most significantly impact FFE’s economic performance (such as determining the underwriting standards and credit management policies), as well as what party has the obligation to absorb the losses of FFE. Based on these considerations, we have determined that the Company is the primary beneficiary and have reflected the entity in the accompanying condensed consolidated financial statements.

FFE’s assets consolidated by the Company represent assets that can be used only to settle obligations of the consolidated VIE. Likewise, FFE’s liabilities consolidated by the Company do not represent additional claims on the Company’s general assets; rather they represent claims against the specific assets of FFE. The impacts of FFE’s results were not material to the Company’s condensed consolidated statements of earnings or cash flows. The FFE’s balance sheet consisted of the following at the end of each period (in thousands):

	July 8, 2012			October 2, 2011
Cash	$	707		$	531
Other current assets (1)	2,286			2,086
Other assets, net (1)	11,876			12,292
Total assets	$	14,869		$	14,909
Current liabilities	$	89		$	140
Revolving credit facility	—			1,160
Other long-term liabilities (2)	15,248			14,046
Retained earnings	(468		)	(437		)
Total liabilities and stockholders’ equity	$	14,869		$	14,909

____________________________

(1) Consists primarily of amounts due from franchisees.

(2) Consists primarily of the capital note contributions from Jack in the Box which are eliminated in consolidation.

The Company’s maximum exposure to loss is equal to its outstanding contributions, which were approximately $15.2 million as of July 8, 2012. This amount represents estimated losses that would be incurred should all franchisees default on their loans without any consideration of recovery. To offset the credit risk associated with the Company’s variable interest in FFE, the Company holds a security interest in the assets of FFE subordinate and junior to all other obligations of FFE.

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Segment Reporting (Tables)

9 Months Ended

Jul. 08, 2012

Segment Reporting [Abstract]

Summarized Financial Information Of Reportable Segments

Summarized financial information concerning our reportable segments is shown in the following tables (in thousands):

	Quarter						Year-to-Date
	July 8, 2012			July 10, 2011			July 8, 2012			July 10, 2011
Revenues by segment:
Jack in the Box restaurant operations segment	$	288,178		$	337,980		$	970,254		$	1,135,626
Qdoba restaurant operations segment	74,803			55,595			217,132			159,750
Distribution operations	138,839			125,704			473,779			393,753
Consolidated revenues	$	501,820		$	519,279		$	1,661,165		$	1,689,129
Earnings from operations by segment:
Jack in the Box restaurant operations segment	$	15,439		$	28,500		$	71,085		$	95,675
Qdoba restaurant operations segment	6,705			4,698			12,748			7,582
Distribution operations	—			(217		)	—			(1,399		)
FFE operations	(58		)	(28		)	(157		)	(200		)
Consolidated earnings from operations	$	22,086		$	32,953		$	83,676		$	101,658
Total depreciation expense by segment:
Jack in the Box restaurant operations segment	$	17,873		$	19,001		$	60,201		$	63,658
Qdoba restaurant operations segment	4,120			3,195			12,872			9,657
Distribution operations	158			158			556			548
Consolidated depreciation expense	$	22,151		$	22,354		$	73,629		$	73,863

Schedule of Goodwill

	July 8, 2012		October 2, 2011
Goodwill by segment (in thousands):
Jack in the Box	$	48,330	$	49,181
Qdoba	92,140		56,691
Consolidated goodwill	$	140,470	$	105,872

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Stockholders' Equity (Comprehensive Income, Net Of Taxes) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Jul. 08, 2012	Jul. 10, 2011	Jul. 08, 2012	Jul. 10, 2011
Stockholders' Equity Note [Abstract]
Net earnings	$ 11,592	$ 18,745	$ 45,174	$ 57,947
Cash flow hedges, Net change in fair value of derivatives	(264)	(1,936)	(883)	(746)
Cash flow hedges, Net loss reclassified to earnings	304	0	1,001	0
Cash flow hedges, Total	40	(1,936)	118	(746)
Cash flow hedges, Tax effect	(15)	739	(46)	285
Cash flow hedges, Net of tax	25	(1,197)	72	(461)
Increase to accumulated other comprehensive loss, net	(42,371)	0	(42,371)	0
Unrecognized periodic benefit costs, Actuarial losses and prior service cost reclassified to earnings	3,094	2,434	10,058	8,112
Total unrecognized periodic benefit costs	(39,277)	2,434	(32,313)	8,112
Unrecognized periodic benefit costs, Tax effect	15,078	(929)	12,405	(3,097)
Unrecognized periodic benefit costs, Net of tax	(24,199)	1,505	(19,908)	5,015
Total comprehensive income	$ (12,582)	$ 19,053	$ 25,338	$ 62,501

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Subsequent Event

9 Months Ended

Jul. 08, 2012

Subsequent Events [Abstract]

Subsequent Event

SUBSEQUENT EVENT

Subsequent to the end of the third quarter, the Company entered into an agreement to outsource its distribution business. Subject to the anticipated completion of certain closing conditions, the transition should begin in the fourth quarter of fiscal 2012, and is expected to be completed by the end of the first quarter of fiscal 2013. We expect that the distribution business, including exit costs, will be reflected as discontinued operations beginning in the fourth quarter of fiscal 2012.

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Fair Value Measurements (Tables)

9 Months Ended

Jul. 08, 2012

Fair Value Disclosures [Abstract]

Financial Assets And Liabilities Measured At Fair Value On Recurring Basis

The following table presents the financial assets and liabilities measured at fair value on a recurring basis at the end of each period (in thousands):

	Total			Quoted Prices in Active Markets for Identical Assets (Level 1) (3)			Significant Other Observable Inputs (Level 2) (3)			Significant Unobservable Inputs (Level 3)
Fair value measurements as of July 8, 2012:
Interest rate swaps (Note 4) (1)	$	(2,564	)	$	—		$	(2,564	)	$	—
Non-qualified deferred compensation plans (2)	(38,151		)	(38,151		)	—			—
Total liabilities at fair value	$	(40,715	)	$	(38,151	)	$	(2,564	)	$	—
Fair value measurements as of October 2, 2011:
Interest rate swaps (Note 4) (1)	$	(2,682	)	$	—		$	(2,682	)	$	—
Non-qualified deferred compensation plan (2)	(34,288		)	(34,288		)	—			—
Total liabilities at fair value	$	(36,970	)	$	(34,288	)	$	(2,682	)	$	—

____________________________

(1) We entered into interest rate swaps to reduce our exposure to rising interest rates on our variable debt. The fair values of our interest rate swaps are based upon Level 2 inputs which include valuation models as reported by our counterparties. The key inputs for the valuation models are quoted market prices, interest rates and forward yield curves.

(2) We maintain an unfunded defined contribution plan for key executives and other members of management excluded from participation in our qualified savings plan. The fair value of this obligation is based on the closing market prices of the participants’ elected investments.

(3) We did not have any transfers in or out of Level 1 or Level 2.

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Share-Based Compensation (Components Of Share-Based Compensation Expense) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Jul. 08, 2012	Jul. 10, 2011	Jul. 08, 2012	Jul. 10, 2011
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense	$ 1,439	$ 1,783	$ 5,001	$ 6,755
Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense	788	1,175	2,763	3,861
Performance-Vested Stock Awards [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense	222	270	724	1,479
Nonvested Stock Awards [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense	134	139	449	465
Nonvested Stock Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense	295	199	910	777
Deferred Compensation For Non Management Directors [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense	$ 0	$ 0	$ 155	$ 173

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Derivative Instruments (Narrative) (Details) (USD $)	3 Months Ended		9 Months Ended
	Jul. 08, 2012	Jul. 10, 2011	Jul. 08, 2012	Jul. 10, 2011	Aug. 31, 2010
Derivative [Line Items]
Interest rate derivatives held					2
Interest rate swaps hedge ineffectiveness	$ 0	$ 0	$ 0	$ 0
Interest Rate Swaps [Member]
Derivative [Line Items]
Converted fixed-rate term loan borrowings					100,000,000

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Condensed Consolidated Statements Of Cash Flows (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Jul. 08, 2012		Jul. 10, 2011
Cash flows from operating activities:
Net earnings	$ 45,174		$ 57,947
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization	74,210		74,342
Deferred finance cost amortization	2,068		1,954
Deferred income taxes	(2,314)		(7,771)
Share-based compensation expense	5,001		6,755
Pension and postretirement expense	26,853		18,343
Gains on cash surrender value of company-owned life insurance	(8,781)		(8,287)
Gains on the sale of company-operated restaurants	(18,933)	[1]	(38,940)	[1]
Gains on the acquisition of franchised-operated restaurants	0		(426)
Losses on the disposition of property and equipment, net	3,762		6,084
Impairment charges	2,765		1,684
Change in assets and liabilities, excluding acquisitions and dispositions:
Accounts and other receivables	(2,891)		(14,198)
Inventories	1,934		(754)
Prepaid expenses and other current assets	(12,346)		2,453
Accounts payable	(5,395)		(3,071)
Accrued liabilities	13,210		4,950
Pension and postretirement benefit contributions	(9,998)		(3,522)
Other	(2,737)		(5,527)
Cash flows provided by (used in) operating activities	111,582		92,016
Cash flows from investing activities:
Purchases of property and equipment	(56,205)		(99,485)
Purchases of assets held for sale and leaseback	(31,565)		(17,442)
Proceeds from the sale of assets held for sale and leaseback	18,457		25,753
Proceeds from the sale of company-operated restaurants	29,253	[1]	76,915	[1]
Collections on notes receivable	10,198		20,014
Disbursements for loans to franchisees	(3,976)		(7,582)
Acquisitions of franchise-operated restaurants	(48,262)		(22,077)
Other	315		2,170
Cash flows provided by (used in) investing activities	(81,785)		(21,734)
Cash flows from financing activities:
Borrowings on revolving credit facility	444,380		543,000
Repayments of borrowings on revolving credit facility	(445,104)		(453,000)
Principal repayments on debt	(15,933)		(8,549)
Debt issuance costs	(741)		(989)
Proceeds from issuance of common stock	7,096		4,260
Repurchases of common stock	(6,901)		(138,050)
Excess tax benefits from share-based compensation arrangements	525		883
Change in book overdraft	(13,728)		(16,418)
Cash flows used in financing activities	(30,406)		(68,863)
Net increase (decrease) in cash and cash equivalents	(609)		1,419
Cash and cash equivalents at beginning of period	11,424		10,607
Cash and cash equivalents at end of period	$ 10,815		$ 12,026

[1] Amounts in 2012 include additional proceeds of $0.2 million in the quarter and $2.3 million year-to-date recognized upon the extension of the underlying franchise and lease agreements related to restaurants sold in a prior year.Franchise

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Impairment, Disposition Of Property And Equipment, Restaurant Closing And Restructuring Costs

9 Months Ended

Jul. 08, 2012

Restructuring and Related Activities [Abstract]

Impairment Disposition Of Property And Equipment And Restaurant Closing Costs

IMPAIRMENT, DISPOSITION OF PROPERTY AND EQUIPMENT, RESTAURANT CLOSING COSTS AND RESTRUCTURING

Impairment and other charges, net in the accompanying condensed consolidated statements of earnings is comprised of the following (in thousands):

	Quarter				Year-to-Date
	July 8, 2012		July 10, 2011		July 8, 2012		July 10, 2011
Impairment charges	$	656	$	517	$	2,765	$	1,684
Losses on the disposition of property and equipment, net	904		660		3,762		6,084
Costs of closed restaurants (primarily lease obligations) and other	2,337		924		5,270		2,423
Restructuring costs	11,284		—		12,809		—
	$	15,181	$	2,101	$	24,606	$	10,191

Impairment— When events and circumstances indicate that our long-lived assets might be impaired and their carrying amount is greater than the undiscounted cash flows we expect to generate from such assets, we recognize an impairment loss as the amount by which the carrying value exceeds the fair value of the assets. We typically estimate fair value based on the estimated discounted cash flows of the related asset using marketplace participant assumptions. Impairment charges in 2012 primarily represent charges to write down the carrying value of five underperforming Jack in the Box restaurants and three Jack in the Box restaurants we intend to or have closed.

Disposition of property and equipment — We also recognize accelerated depreciation and other costs on the disposition of property and equipment. When we decide to dispose of a long-lived asset, depreciable lives are adjusted based on the estimated disposal date, and accelerated depreciation is recorded. Other disposal costs primarily relate to charges from our ongoing re-image and logo program and normal capital maintenance activities.

Restaurant closing costs consist of future lease commitments, net of anticipated sublease rentals and expected ancillary costs. Total accrued restaurant closing costs, included in accrued liabilities and other long-term liabilities, changed as follows (in thousands):

	Quarter						Year-to-Date
	July 8, 2012			July 10, 2011			July 8, 2012			July 10, 2011
Balance at beginning of period	$	20,167		$	22,163		$	21,657		$	25,020
Additions and adjustments	1,801			379			3,713			1,163
Cash payments	(1,649		)	(1,661		)	(5,051		)	(5,302		)
Balance at end of quarter	$	20,319		$	20,881		$	20,319		$	20,881

Additions and adjustments in all periods primarily relate to revisions to certain sublease and cost assumptions.

Restructuring costs — During fiscal 2012, we have been engaged in a comprehensive review of our organization structure, including evaluating opportunities for outsourcing, restructuring of certain functions and workforce reductions. As part of these cost-saving initiatives, we announced a voluntary early retirement program (“VERP”) to eligible employees and initiated workforce reductions. Restructuring costs consist primarily of pension and employee termination costs related to the VERP offered by the Company. The following is a summary of these costs in each period (in thousands):

	Quarter				Year-to-Date
	July 8, 2012		July 10, 2011		July 8, 2012		July 10, 2011
Enhanced pension benefits	$	6,167	$	—	$	6,167	$	—
Severance costs	3,972		—		5,497		—
Other	1,145		—		1,145		—
	$	11,284	$	—	$	12,809	$	—

Refer to Note 7, Retirement Plans, for further information regarding the costs associated with enhanced pension benefits. Total accrued severance costs related to our restructuring activities are included in accrued liabilities and changed as follows in each period (in thousands):

	Quarter					Year-to-Date
	July 8, 2012			July 10, 2011		July 8, 2012			July 10, 2011
Balance at beginning of period	$	1,525		$	—	$	—		$	—
Additions	3,972			—		5,497			—
Cash payments	(2,826		)	—		(2,826		)	—
Balance at end of quarter	$	2,671		$	—	$	2,671		$	—

As part of the ongoing review of our organization structure, we expect to incur additional charges related to this activity; however, we are unable to reasonably estimate the additional costs at this time.

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Supplemental Consolidated Balance Sheet Information (Supplemental Consolidated Balance Sheet Information) (Details) (USD $) In Thousands, unless otherwise specified	Jul. 08, 2012	Oct. 02, 2011
Balance Sheet Related Disclosures [Abstract]
Company-owned life insurance policies	$ 83,775	$ 75,202
Deferred income tax asset	86,910	70,882
Other	70,414	70,529
Other assets, net	241,099	216,613
Payroll and related	50,431	40,438
Advertising	24,969	21,899
Insurance	32,866	37,987
Other	68,500	67,163
Accrued liabilities	176,766	167,487
Pension	191,586	144,860
Straight-line rent accrual	54,080	53,659
Other	94,710	92,204
Other long-term liabilities	$ 340,376	$ 290,723

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Derivative Instruments (Tables)

9 Months Ended

Jul. 08, 2012

Derivative Instruments and Hedges, Assets [Abstract]

Derivative Instruments Outstanding

The following derivative instruments were outstanding as of the end of each period (in thousands):

	July 8, 2012				October 2, 2011
	Balance Sheet Location	Fair Value			Balance Sheet Location	Fair Value
Derivatives designated as hedging instruments:
Interest rate swaps (Note 3)	Accrued liabilities	$	(2,564	)	Accrued liabilities	$	(2,682	)
Total derivatives		$	(2,564	)		$	(2,682	)

Gains Or Losses Recognized On Interest Rate Swap Derivative Instruments

The following is a summary of the accumulated other comprehensive income (“OCI”) gain or loss activity related to our interest rate swap derivative instruments (in thousands):

	Location of Loss in Income	Quarter						Year-to-Date
		July 8, 2012			July 10, 2011			July 8, 2012			July 10, 2011
Loss recognized in OCI (Note 9)	N/A	$	(264	)	$	(1,936	)	$	(883	)	$	(746	)
Loss reclassified from accumulated OCI into income (Note 9)	Interest expense, net	$	304		$	—		$	1,001		$	—

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Summary Of Refranchisings, Franchisee Development And Acquisitions (Number Of Restaurants Sold And Developed By Franchisees And Related Gains And Fees Recognized) (Details) (USD $)	3 Months Ended				9 Months Ended
	Jul. 08, 2012		Jul. 10, 2011		Jul. 08, 2012		Jul. 10, 2011
Summary Of Refranchisings, Franchisee Development And Acquisitions [Line Items]
Restaurants sold to franchisees	18		112		55		226
New restaurants opened by franchisees	7		12		36		40
Initial franchise fees	$ 933,000		$ 5,130,000		$ 3,423,000		$ 11,009,000
Proceeds from the sale of company-operated restaurants	7,289,000	[1]	27,327,000	[1]	29,253,000	[1]	76,915,000	[1]
Net assets sold (primarily property and equipment)	(2,586,000)		(16,372,000)		(8,419,000)		(36,244,000)
Goodwill related to the sale of company-operated restaurants	(199,000)		(556,000)		(851,000)		(1,522,000)
Other	(771,000)		(209,000)		(1,050,000)		(209,000)
Gains on the sale of company-operated restaurants	3,733,000	[1]	10,190,000	[1]	18,933,000	[1]	38,940,000	[1]
Additional proceeds from the sale of company-operated restaurants	$ 200,000				$ 2,300,000

[1] Amounts in 2012 include additional proceeds of $0.2 million in the quarter and $2.3 million year-to-date recognized upon the extension of the underlying franchise and lease agreements related to restaurants sold in a prior year.Franchise

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Supplemental Consolidated Balance Sheet Information

9 Months Ended

Jul. 08, 2012

Balance Sheet Related Disclosures [Abstract]

Supplemental Consolidated Balance Sheet Information

SUPPLEMENTAL CONSOLIDATED BALANCE SHEET INFORMATION (in thousands)

	July 8, 2012		October 2, 2011
Other assets, net:
Company-owned life insurance policies	$	83,775	$	75,202
Deferred income tax asset	86,910		70,882
Other	70,414		70,529
	$	241,099	$	216,613
Accrued liabilities:
Payroll and related	$	50,431	$	40,438
Advertising	24,969		21,899
Insurance	32,866		37,987
Other	68,500		67,163
	$	176,766	$	167,487
Other long-term liabilities:
Pension	$	191,586	$	144,860
Straight-line rent accrual	54,080		53,659
Other	94,710		92,204
	$	340,376	$	290,723