8-K

 
               SECURITIES AND EXCHANGE COMMISSION 
 
                      WASHINGTON, DC  20549 
 
                      _____________________ 
 
                            FORM 8-K 
 
                         CURRENT REPORT 
                 PURSUANT TO SECTION 13 OR 15(d) 
             OF THE SECURITIES EXCHANGE ACT OF 1934 
 
Date of Report (Date of earliest event reported):  February 6, 1997 
 
             Morton's Restaurant Group, Inc. 
       (Exact Name of Registrant as Specified in Charter) 
 
 
        Delaware                 1-12692            13-3490-149 
(State or Other Jurisdiction   (Commission        (IRS Employer 
   of Incorporation)           File Number)    Identification No.) 
 
 
       3333 New Hyde Park Road, New Hyde Park, New York  11042 
      (Address of Principal Executive Offices)        (Zip Code) 
 
Registrant's telephone number, including area code:(516) 627-1515 
 
 
  (Former Name or Former Address, if Changed Since Last Report) 
 
 
 
                              
Item 5.   Other Events. 
 
          Morton's Restaurant Group, Inc. (the "Company") and Peasant Holding 
Corp. ("Peasant"), a majority owned subsidiary of the Company, have 
consummated the sale (i) to MRI Acquisition Corporation ("MRIAC") of 80.1% of 
the outstanding shares of common stock of Mick's Restaurants, Inc. ("MRI"), 
pursuant to a Stock Purchase Agreement with MRIAC dated as of December 31, 
1996, and (ii) to PRI Acquisition Corporation ("PRIAC") of 80.1% of the 
outstanding shares of common stock of The Peasant Restaurants, Inc. ("PRI"), 
pursuant to a Stock Purchase Agreement with PRIAC dated as of December 31, 
1996, for an aggregate of $6.8 million, consisting of $4.3 million in cash and 
$2.5 million in the form of two unsecured promissory notes.  The Company has 
retained a 19.9% interest in MRI and PRI. 
 
          The complete text of the press release issued by the Company with  
respect to such transactions is attached as an exhibit hereto and incorporated  
herein by reference. 
 
Item 7.   Financial Statements and Exhibits. 
 
          (c) Exhibits: 
 
          99.1.   Press Release, dated February 6, 1997 
 
                              
 
                           SIGNATURES 
 
          Pursuant to the requirements of the Securities Exchange 
Act of 1934, the registrant has duly caused this report to be 
signed on its behalf by the undersigned hereunto duly authorized. 
 
 
 
                          MORTON'S RESTAURANT GROUP, INC. 
 
 
 
Dated:  February 7, 1997              By:  /s/ Thomas J. Baldwin 
                                           Thomas J. Baldwin 
                                           Executive Vice President and 
                                           Chief Financial Officer 
 
 
 
 
 
 
 
 
                               
 
 
                                 EXHIBIT INDEX 
 
Exhibit 
  No.               Description of Exhibits 
 
 
99.1 Press Release, dated February 6, 1997, by Morton's Restaurant Group, Inc. 
 
 
 
 
 
 
 
 
 

EX-99.1

 
 
 
                                                               EXHIBIT 99.1 
 
 
From:   SANFORD TELLER COMMUNICATIONS                      February 6, 1997 
             1365 York Avenue 
             New York, NY 10021 
             (212) 717-0332 
 
For:      MORTON'S RESTAURANT GROUP, INC.               For Immediate Release 
             3333 New Hyde Park Road 
             New Hyde Park, NY 11042 
             (516) 627-1515 
 
Contact: Thomas J. Baldwin, Executive Vice President, Finance and Chief
         Financial Officer:  Morton's Restaurant Group, Inc. 
 
 
MORTON'S RESTAURANT GROUP, INC. COMPLETES SALE OF MICK'S RESTAURANTS, 
INC. AND THE PEASANT RESTAURANTS, INC. 
 
New Hyde Park, NY...Morton's Restaurant Group, Inc. (NYSE:MRG), 
 
parent of Morton's of Chicago steakhouses and Bertolini's Authentic 
 
Trattorias, today announced that it has completed the sale of its 
 
Atlanta-based Mick's and Peasant restaurants.  The company said that 
 
MRI Acquisition Corporation has acquired an 80.1% interest in Mick's 
 
Restaurants, Inc., and PRI Acquisition Corporation has acquired an 
 
80.1% interest in The Peasant Restaurants, Inc. for an aggregate of 
 
$6.8 million, consisting of $4.3 million in cash and $2.5 million in 
 
the form of two unsecured promissory notes. Mick's Restaurants, Inc. 
 
and The Peasant Restaurants, Inc. were wholly-owned subsidiaries of 
 
Peasant Holding Corp., which is a majority-owned subsidiary of 
 
Morton's Restaurant Group, Inc.  Morton's Restaurant Group has 
 
retained a 19.9% interest in Mick's and Peasant. 
 
 
 
Allen J. Bernstein, chairman and chief executive officer of Morton's 
 
Restaurant Group, Inc. said, "The completion of this sale is a major 
 
step forward as we continue to grow our company on the solid 
 
foundation of our two core fine-dining concepts, Morton's and 
 
Bertolini's". 
 
 
 
As previously reported, in conjunction with the sale, Morton's 
 
Restaurant Group, Inc. will take a 1996 fourth quarter non-recurring, 
 
pre-tax charge in the range of $9 to $12 million.  Income tax 
 
benefits will also be recognized during the 1996 fourth quarter. 
 
 
 
Except for the historical information contained in this news release, 
 
the matters addressed are forward - looking statements that involve 
 
certain risks and uncertainties, including but not limited to, 
 
general economic conditions, competitive activities, the company's 
 
expansion plans and restaurant profitability levels and other matters 
 
identified from time to time in the company's public reports and SEC 
 
filings.  Actual results may vary. 
 
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