Avado Brands, Inc.
                              Hancock at Washington
                             Madison, GA 30650-1304
                         706-342-2442 / F 706-342-4057

                                                                  August 2, 1999


VIA EDGAR

Filing Desk
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.   20549

         Re:      Avado Brands, Inc.
                  Withdrawal of Registration Statement on Form S-3
                  (File No. 333-37345) filed on October 7, 1997

Dear Sir or Madam:

         Avado Brands, Inc. (the "Company") formerly known as Apple South, Inc.,
hereby  applies  under  Rule  477 for  the  withdrawal  of its  above-referenced
Registration Statement on Form S-3 filed on October 7, 1997, with respect to the
registration of 357,600  Shares of its Common Stock.  The Registration Statement
was filed pursuant  to a  requirement in an  agreement made by the Company.  The
requirement to keep such Registration Statement open has lapsed.  Therefore, the
Company wishes to withdraw the Registration Statement because the need for it no
longer exists.

         Please  direct any  questions  to our  counsel,  Larry D.  Ledbetter of
Kilpatrick Stockton LLP, at (404) 815-6175.


                                               Respectfully yours,



                                                /s/ Louis Profumo
                                                Louis J. Profumo
                                                Senior Vice President of Finance
                                                    and Chief Accounting Officer