8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 11, 2008

LANDRY’S RESTAURANTS, INC.

(Exact name of registrant as specified in its charter)

DELAWARE	000-22150	76-0405386
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1510 West Loop South

Houston, TX 77027

(Address of principal executive offices)

Registrant’s telephone number, including area code: (713) 850-1010

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.25)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.12a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 40.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 40.13e-4(c))

ITEM 2.02. Results of Operations and Financial Condition.

On March 11, 2008, Landry’s Restaurants, Inc. (the “Company”) announced financial results for the fourth quarter and year ended December 31, 2007. The full text of the press release is set forth in Exhibit 99.1 hereto. The information in this report, including the exhibit thereto, is being furnished and is not deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended. The information in this current report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Exchange Act of 1933, except as otherwise expressly stated in such filing.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(c) Exhibits

EXHIBIT NO.	DESCRIPTION
99.1	Press Release dated March 11, 2008.

The information in this report, including the exhibit hereto, is not deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended. The information in this current report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Exchange Act of 1933, except as otherwise expressly stated in such filing.

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.

Dated: March 11, 2008	LANDRY’S RESTAURANTS, INC.
	By:	/s/ Steven L. Scheinthal
		Steven L. Scheinthal
		Executive Vice President and General Counsel

EX-99.1

EXHIBIT 99.1

LANDRY’S RESTAURANTS, INC. (“LNY”/NYSE) REPORTS

FOURTH QUARTER 2007 AND YEAR END FINANCIAL RESULTS

Houston, Texas (March 11, 2008)

Landry’s Restaurants, Inc. (NYSE: LNY—News; the “Company”), announced its earnings for the fourth quarter and for the year ended December 31, 2007.

Revenues from continuing operations for the three months ended December 31, 2007, totaled $280.5 million, as compared to $272.0 million a year earlier. Net income (loss) from continuing operations for the quarter was ($1.9) million, compared to $3.2 million reported last year. Earnings (loss) per share from continuing operations for the quarter were ($0.12), compared to $0.15 diluted reported last year. During the third quarter of 2007, the Company entered into a settlement agreement with its note holders whereby the interest rate on $400.0 million Senior Notes increased from 7.5% to 9.5%, effective August 29, 2007, which increased pre-tax interest expense by $8.0 million annually. Furthermore, the Senior Note holders have an option to require the Company to redeem the Notes beginning February 28, 2009 at 101% of face value. In addition, as previously announced, the Company refinanced the Golden Nugget in June 2007, resulting in higher outstanding borrowings and associated interest expense. The impact of these items on the three months ended December 31, 2007 was approximately $3.8 million after tax or $0.24 per share – diluted. The three months ended December 31, 2007 also includes a $1.6 million after tax non-cash expense for the change in fair value of interest rate swaps not designated as hedges partially offset by a $0.7 million recognized cash gain on settling two existing interest rate swaps for a net charge of $0.9 million or $0.06 per share-diluted. Same store sales for the Company’s restaurants were negative 1% for the quarter.

Revenues from continuing operations for the year ended December 31, 2007, totaled $1,171.9 million, as compared to $1,114.2 million a year earlier. Net earnings from continuing operations for the year were $27.3 million, compared to $34.1 million reported last year. Earnings per share-diluted from continuing operations for the year were $1.41, compared to $1.55 in the prior year. Included in earnings from continuing operations for the year ended December 31, 2007, are gains on property sales and investments of approximately $13.0 million after-tax, offset by costs associated with refinancing the Golden Nugget and the Senior Notes of approximately $12.8 million and approximately $2.9 million after tax or $0.15 per share-diluted related to interest rate swaps not designated as hedges. The interest expense for 2007 increased by approximately $10.0 million after-tax primarily due to the higher borrowings outstanding at the Golden Nugget and the 2% increase in the interest rate on the $400.0 million Senior Notes.

As a result of our 2006 sale of the Joe’s Crab Shack concept and closure of certain additional locations, the results of operations for these restaurants are reflected as discontinued operations in the Company’s financial statements. The loss from discontinued operations, net of taxes, for the quarter ended December 31, 2007 was $4.7 million or $0.29 per share compared to a loss of $11.6 million or $0.53 per share in the prior year. Therefore, the consolidated net loss for the quarter was $6.6 million or $0.41 per share, compared to a net loss of $8.4 million or $0.38 per share in 2006. The loss from discontinued operations, net of taxes, was $9.2 million for the year ended December 31, 2007 as compared to a loss of $55.8 million for the prior year and the consolidated net income (loss) for such periods was $18.1 million and ($21.8) million, or $0.93 per share – diluted and ($0.99) per share, respectively.

Rick H. Liem, Executive Vice President and CFO stated, “Given our history of performance, we believe we will obtain long-term financing, despite the disrupted credit markets. However, the interest rates are likely to be substantially higher than our existing agreements. Due to the significance of the earnings impact our refinancing is expected to have, and the lack of visibility as to timing, we will not be providing earnings guidance for 2008 at this time.”

The Company’s continuing operations include restaurants primarily under the trade names Landry’s Seafood House, Chart House, Rainforest Cafe, Saltgrass Steak House and the Signature Group as well as other businesses including hotels, marinas, amusements, retail and the Golden Nugget Hotels and Casinos in Las Vegas and Laughlin, Nevada at December 31, 2007.

This press release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by safe harbors created thereby. Stockholders are cautioned that all forward-looking statements are based largely on the Company’s expectations and involve risks and uncertainties, some of which cannot be predicted or are beyond the Company’s control. A statement containing a projection of revenues, income, earnings per share, same store sales, capital expenditures, or future economic performance are just a few examples of forward-looking statements. Some factors that could realistically cause results to differ materially from those projected in the forward-looking statements include ineffective marketing or promotions, competition, weather, store management turnover, a weak economy, higher interest rates and gas prices, construction at the Golden Nugget properties, negative same store sales, or the Company’s inability to continue its expansion strategy. The Company may not update or revise any forward-looking statements made in this press release.

Contact:	Tilman J. Fertitta	or	Rick H. Liem
	Chairman, President & C.E.O.		Executive Vice President & C.F.O.
	Landry’s Restaurants, Inc.		Landry’s Restaurants, Inc.
	www.landrysrestaurants.com		www.landrysrestaurants.com

LANDRY'S RESTAURANTS, INC.

CONSOLIDATED INCOME STATEMENTS (000's except per share amounts)

	FOR THE QUARTER ENDED December 31, 2007					FOR THE QUARTER ENDED December 31, 2006					FOR THE YEAR ENDED December 31, 2007					FOR THE YEAR ENDED December 31, 2006
REVENUES	$	280,479		100.0	%	$	271,976		100.0	%	$	1,171,923		100.0	%	$	1,114,213		100.0	%
COST OF REVENUES		61,796		22.0	%		61,158		22.5	%		259,892		22.2	%		253,213		22.7	%
LABOR		93,516		33.3	%		90,471		33.3	%		379,445		32.4	%		362,010		32.5	%
OTHER OPERATING EXPENSES		74,599		26.7	%		72,766		26.7	%		295,798		25.2	%		281,955		25.3	%
UNIT LEVEL PROFIT		50,568		18.0	%		47,581		17.5	%		236,788		20.2	%		217,035		19.5	%
GENERAL & ADMINISTRATIVE		11,844		4.2	%		16,581		6.1	%		55,756		4.8	%		57,977		5.2	%
PRE-OPENING COSTS		1,346		0.5	%		954		0.4	%		3,951		0.3	%		5,276		0.5	%
DEPRECIATION & AMORTIZATION		16,791		6.0	%		14,690		5.4	%		65,727		5.6	%		56,267		5.1	%
ASSET IMPAIRMENT EXPENSE		—		0.0	%		—		0.0	%		—		0.0	%		3,519		0.3	%
TOTAL OPERATING INCOME		20,587		7.3	%		15,356		5.6	%		111,354		9.5	%		93,996		8.4	%
OTHER EXPENSE (INCOME)		21,564					11,178					70,094					46,715
INCOME FROM CONTINUING OPERATIONS BEFORE TAXES		(977	)				4,178					41,260					47,281
TAX PROVISION (BENEFIT)		948					967					13,987					13,203
INCOME FROM CONTINUING OPERATIONS		(1,925	)				3,211					27,273					34,078
INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAXES		(4,689	)				(11,576	)				(9,161	)				(55,848	)
NET INCOME (LOSS)	$	(6,614	)			$	(8,365	)			$	18,112				$	(21,770	)
EARNINGS (LOSS) PER SHARE—BASIC:
INCOME FROM CONTINUING OPERATIONS	$	(0.12	)			$	0.15				$	1.45				$	1.60
INCOME (LOSS) FROM DISCONTINUED OPERATIONS		(0.29	)				(0.54	)				(0.49	)				(2.62	)
NET INCOME (LOSS)	$	(0.41	)			$	(0.39	)			$	0.96				$	(1.02	)
AVERAGE SHARES		15,950					21,300					18,850					21,300
EARNINGS (LOSS) PER SHARE—DILUTED:
INCOME FROM CONTINUING OPERATIONS	$	(0.12	)			$	0.15				$	1.41				$	1.55
INCOME (LOSS) FROM DISCONTINUED OPERATIONS		(0.29	)				(0.53	)				(0.48	)				(2.54	)
NET INCOME (LOSS)	$	(0.41	)			$	(0.38	)			$	0.93				$	(0.99	)
AVERAGE SHARES		15,950					21,900					19,400					22,000
EBITDA from continuing operations (earnings before interest, taxes, depreciation and amortization):
Net income (loss)	$	(6,614	)			$	(8,365	)			$	18,112				$	(21,770	)
Add back:
(Income) loss from discontinued operations		4,689					11,576					9,161					55,848
Tax provision (benefit)		948					967					13,987					13,203
Other expense (income)		21,564					11,178					70,094					46,715
Depreciation and amortization		16,791					14,690					65,727					56,267
Asset impairment expense		—					—					—					3,519
EBITDA	$	37,378				$	30,046				$	177,081				$	153,782

EBITDA is not a generally accepted accounting principles ("GAAP") measurement and is presented solely as a supplemental disclosure because the Company believes that it is a widely used measure of operating performance in the restaurant industry. EBITDA is not intended to be viewed as a source of liquidity or as a cash flow measure as used in the statement of cash flows. EBITDA is simply shown above as it is a commonly used non-GAAP valuation statistic.

LANDRY'S RESTAURANTS, INC.

CONDENSED UNAUDITED BALANCE SHEETS

($ in Millions except per share amounts)

	December 31, 2007		December 31, 2006
Cash & equivalents	$	39.6	$	31.3
Assets related to discontinued operations		10.0		29.0
Other current assets		93.9		105.2
Total current assets		143.5		165.5
Property & equipment, net		1,250.1		1,197.8
Other assets		109.4		101.6
Total assets	$	1,503.0	$	1,464.9
Current liabilities	$	300.7	$	211.5
Liabilities related to discontinued operations		4.0		4.1
Long-term debt		801.4		710.4
Other non-current		80.0		44.2
Total liabilities		1,186.1		970.2
Total stockholders' equity		316.9		494.7
Total liabilities & equity	$	1,503.0	$	1,464.9
Net book value per share	$	19.62	$	22.35