SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM 10-C

                 REPORT BY ISSUER OF SECURITIES QUOTED ON NASDAQ
                          INTERDEALER QUOTATION SYSTEM
                  FILED PURSUANT TO SECTION 13 OR 15(d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934 AND RULE 13a-17
                              OR 15d-17 THEREUNDER

                            DAKA INTERNATIONAL, INC.
               (Exact name of issuer as specified in its charter)
Delaware                                                              04-3024178
(State or other jurisdiction                                    (I.R.S. Employer
of incorporation or organization)                            Identification No.)

                               One Corporate Place
                                55 Ferncroft Road
                             Danvers, MA 01923-4001
                    (Address of principal executive offices)

Issuer's telephone number, including area code:  (508) 774-9115



                     CHANGE IN NUMBER OF SHARES OUTSTANDING

Indicate any change (increase or decrease) of five percent or more in the number
of shares outstanding:

1.       Title of Security:  Common Stock, par value $.01 per share

2.       Number of shares outstanding before the change:  9,415,187

3.       Number of shares outstanding after the change:  10,290,887

4.       Effective date of change:  April 3, 1996

5.       Method  of  change:   Issuance  of  Common  Stock  in  connection  with
         acquisitions;


         Issuance  of  Common  Stock by DAKA  International,  Inc.  ("DAKA")  in
         connection  with  the  acquisition  by  DAKA,  through  a  wholly-owned
         subsidiary, Casual Dining Ventures, Inc. ("CDVI"), of common stock, par
         value  $.01  per  share,   of  Americana   Dining  Corp.   ("ADC"),   a
         majority-owned  subsidiary of CDVI, from certain stockholders of ADC as
         described in the Stock Purchase  Agreement dated March 18, 1996, by and
         among DAKA,  CDVI and certain  stockholders of ADC. The acquisition was
         consummated as of April 1, 1996.  Item 3 includes all 162,730 shares of
         DAKA Common  Stock issued to such former ADC  stockholders  in exchange
         for their shares of ADC common stock.

         Issuance of Common Stock by DAKA in connection  with the acquisition by
         DAKA of all the outstanding capital stock of The Great Bagel and Coffee
         Franchising Corp., GBC Credit Company, Gemini Production Facility, Inc.
         and The Great  Bagel and Coffee  Company  (four  affiliated  companies,
         collectively, the "Great Bagel Companies") from the stockholders of the
         Great Bagel  Companies  as described  in the Stock  Purchase  Agreement
         dated as of March 29, 1996 by and among DAKA, the Great Bagel Companies
         and the stockholders of the Great Bagel Companies.  The acquisition was
         consummated as of April 3, 1996.  Item 3 includes all 339,236 shares of
         DAKA  Common  Stock  issued to former  stockholders  of the Great Bagel
         Companies in exchange for the  outstanding  capital  stock of the Great
         Bagel Companies.

         In addition,  1,003,734  shares of Common  Stock (which had  previously
         been  reserved  for  issuance  and which were  included  in DAKA's 1995
         Annual  Report to  Stockholders  in the  calculation  of fully  diluted
         earnings per share) were issued in  connection  with the  conversion of
         certain convertible  subordinated notes that were called for redemption
         by DAKA on April 4, 1996.  DAKA had disclosed in Note 1 of the Notes to
         Consolidated   Financial  Statements  in  its  1995  Annual  Report  to
         Stockholders  that shares of Common Stock were issuable upon conversion
         of such convertible subordinated notes.



Date:  April 12, 1996
                                  /s/Charles  W. Redepenning, Jr.
                                  -------------------------------
                                  Charles W. Redepenning, Jr.
                                  Senior Vice President, General
                                  Counsel and Secretary