SECURITIES AND EXCHANGE COMMISSION
                      Washington, DC 20549

                           FORM 10-QSB

(Mark One)
[x]  Quarterly Report under Section 13 or 15 (d) of the
     Securities Exchange Act of 1934

For the quarterly period ended October 17, 1999.

                               OR

[  ] Transition Report Pursuant to Section 13 Or 15 (D) of the
     Securities Exchange Act Of 1934

Commission file number 0-12701

For the transition period from _______________ to _____________

                  -----------------------------

                           CUCOS INC.

(Exact name of small business issuer as specified in its charter)

                        LOUISIANA                             72-0915435
             (State or other jurisdiction of                (IRS Employer
              incorporation or organization)              Identification No.)

    110 Veterans Blvd., Suite 222, Metairie, Louisiana            70005
         (Address of principal executive offices)               (Zip Code)

Issuer's telephone number, including area code--504-835-0306

Check  whether the issuer: (1) has filed all reports required  to
be  filed by Section 13 or 15 (d) of the Exchange Act during  the
post  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 [ X ]      No [   ]

State  the  number of shares outstanding of each of the  issuer's
classes  of  common  equity, as of the latest  practicable  date:
2,651,730 shares of common stock, no par value, as of December 1,
1999.

Transitional Small Business Disclosure Format (check one):

Yes [   ] No [ X ]


Part I--Financial Information
ITEM I.  FINANCIAL STATEMENTS

                           CUCOS INC.
                          BALANCE SHEET

                                                              Oct. 17, 1999
                                                                UNAUDITED
Assets
Current Assets
     Cash and Cash Equivalents                                   $376,020
     Receivables:
       Trade, Less Allowance for Doubtful Accounts                231,650
       Due from Affiliates                                         61,068
                                                                  292,718
     Inventories                                                  198,926
     Prepaid Expenses                                             130,330
     Other Current Assets                                         128,408
       TOTAL CURRENT ASSETS                                     1,126,402

Property, Equipment and Other
     Equipment                                                  2,526,250
     Leasehold Improvements                                     3,526,558
                                                                6,052,808
     Less Accumulated Depreciation and Amortization and
          Impairment Reserves                                   3,729,910
                                                                2,322,898

Due from Affiliates                                                53,589
Investment in LaMexiCo, LLC                                       242,163
Deferred Costs Less Accumulated Amortization                      246,379
Other Assets                                                      243,798
     TOTAL ASSETS                                              $4,235,229

Liabilities and Shareholders' Equity
Current Liabilities
     Trade Accounts Payable                                    $1,795,367
     Accrued Expenses                                             568,767
     Accrued Payroll                                              174,681
     Current Portion of Long-Term Debt                            219,975
     Long-term Debt in Default                                  3,105,030
       TOTAL CURRENT LIABILITIES                                5,863,820

Long-Term Debt, Less Current Portion                              290,228
Deferred Revenue                                                  277,998

Net Capital Deficiency
     Preferred Stock, No Par Value - 1,000,000 Shares
       Authorized, None Issued or Outstanding                           -
     Common Stock, No Par Value - 20,000,000 Shares
       Authorized, 2,651,730 Shares Issued and Outstanding      5,252,774
     Additional Paid-in Capital                                   110,788
     Retained Earnings (Deficit)                               (7,560,379)
NET CAPITAL DEFICIENCY                                         (2,196,817)
TOTAL LIABILITIES AND NET CAPITAL DEFICIENCY                   $4,235,229

See Notes to Financial Statements


Part I--Financial Information
[CAPTION]
<TABLE>

                           CUCOS INC.
                    STATEMENTS OF OPERATIONS
                            UNAUDITED

                                                                16 Weeks          16 Weeks
                                                                  Ended            Ended
                                                             Oct. 17, 1999    Oct. 18, 1998
Restaurant Operations
 <S>                                                           <C>              <C>
 Sales of Food and Beverages                                   $5,399,329       $6,313,367
 Restaurant Expenses:
   Cost of Sales                                                1,505,151        1,792,358
   Restaurant Labor and Benefits                                2,002,657        2,242,371
   Other Operating Expenses                                       946,624        1,315,372
   Occupancy Costs                                                547,760          717,177
   Preopening Costs                                                                 43,620
                                                                        -
     Total Restaurant Expenses                                  5,002,192        6,110,898
Income from Restaurant Operations                                 397,137          202,469

Royalties and Franchise Revenues, Net of Expenses
   of $445 and $1,246                                              49,383           42,473
Commissary and Other Income                                        32,574           37,488
                                                                  479,094          282,430

Operations Supervision Expenses                                   197,893          267,442
Corporate Expenses                                                350,214          439,246
Charges Related to Closed Units and Asset Impairment              (72,968)               0
Operating Income (Loss)                                             3,955         (424,258)

Interest Expense                                                  151,336          151,873
Loss Before Income Taxes                                         (147,381)        (576,131)
Income Taxes                                                            0                0
Net Loss                                                       $ (147,381)       $(576,131)

Weighted Average Shares of Common Shares and Common
 Share Equivalents Outstanding - Basic and Diluted              2,651,730        2,306,000

Net (Loss) Per Share - Basic and Diluted                          ($0.06)          ($0.25)
</TABLE>
See Notes to Financial Statements


Part I--Financial Information
[CAPTION]
<TABLE>
                           CUCOS INC.
                    STATEMENTS OF CASH FLOWS
                            UNAUDITED


                                                               16 Weeks            16 Weeks
                                                                 Ended               Ended
                                                             Oct. 17, 1999       Oct. 18, 1998

<S>                                                            <C>                  <C>
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES             $(96,310)            $72,188

INVESTING ACTIVITIES
 Sale of Property and Equipment                                   25,000                   0
 Purchases of Property and Equipment                             (44,389)            (62,958)

NET CASH USED IN INVESTING ACTIVITIES                            (19,389)            (62,958)

FINANCING ACTIVITIES
 Proceeds from Borrowings                                              -              74,364
 Principal Payments on Borrowings                                (24,691)           (129,270)

NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES              (24,691)            (54,906)

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                (140,390)            (45,676)

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD                 516,410             626,653

CASH AND CASH EQUIVALENTS AT END OF PERIOD                      $376,020            $580,977

NON CASH FINANCING AND INVESTING ACTIVITIES:
 Property and equipment acquired through a capital lease         $48,349        $          -
</TABLE>

See Notes to Financial Statements


                           CUCOS INC.

NOTES TO FINANCIAL STATEMENTS  (UNAUDITED)

1.   The Company:  Cucos Inc. (the "Company") owns and franchises
     Mexican restaurants under the name "Cucos".  At October  17,
     1999,  twelve Company-owned restaurants and five  franchised
     restaurants were in operation.  At the end of the Comparable
     Quarter,   there   were  fifteen  company-owned   and   five
     franchised restaurants in operation.

2.   Fiscal  Year:   The  Company uses  a  52/53  week  year  for
     financial reporting purposes with the Company's fiscal  year
     ending  on  the  Sunday closest to June  30  of  each  year.
     Fiscal  2000 will end on July 2, 2000, and will  consist  of
     one  sixteen-week quarter ending October 17, 1999,  and  two
     twelve-week  quarters ending January 9, 2000, and  April  2,
     2000,  and  one thirteen-week quarter ending July  2,  2000.
     Fiscal 2000 will have a 53 week year, while fiscal year 1999
     was a 52 week year.

3.   The  accompanying unaudited financial statements  have  been
     prepared in accordance with the rules and regulations of the
     Securities and Exchange Commission.  Certain information and
     footnote  disclosures  normally included  in  the  financial
     statements  have  been omitted pursuant to  such  rules  and
     regulations.    It   is  suggested  that   these   financial
     statements be read in conjunction with the Company's  Annual
     Report  for  the fiscal year ended June 27,  1999.   In  the
     opinion  of  management, these financial statements  contain
     all normal recurring adjustments necessary to fairly present
     the  financial  results for the sixteen weeks ended  October
     17,  1999.  Operating results for the period shown  are  not
     necessarily indicative of the operating results expected for
     the full fiscal year ending July 2, 2000.

4.   Per  share amounts are based on the weighted average  number
     of   shares  of  common  stock  and  dilutive  common  stock
     equivalents outstanding.

5.   The  Company has a credit facility with a commercial lending
     institution. This credit facility consists of a term loan to
     be  repaid in monthly payments through December 2007, and is
     secured by restaurant operating properties. In May 1999, the
     Company and its commercial lender entered into a forbearance
     agreement whereby the commercial lender agreed to defer  the
     Company's   requirement  to  make  required  principal   and
     interest  payments for May, June and July 1999  until  April
     2001,  and to defer required principal payments for  August,
     September  and October 1999 until April 2001.  The  deferred
     payments will bear interest at 14.6% until paid. The Company
     did  not  make its required interest payment on  October  1,
     1999,  nor  did it make its required principal and  interest
     payment on November 1, 1999, and is therefore in default  on
     its credit facility. Under the terms of the credit facility,
     the  amount  outstanding, $3,105,000 at  October  17,  1999,
     begins  to bear interest at 14.6%, is immediately  due,  and
     the  lender  may  take possession of the assets  pledged  as
     collateral, which represent substantially all of the  assets
     of  the  Company. The Company is attempting to  negotiate  a
     waiver of the credit facility default, and obtain additional
     payment  deferrals  in fiscal year 2000.  There  can  be  no
     assurances that the Company will be able to obtain a  waiver
     or additional deferrals.

6.   Because  of  the Company's recurring losses from operations,
     its  net  capital deficiency, and its default on its  credit
     facility,  there  is substantial doubt about  the  Company's
     ability  to  continue as a going concern.  The  Company  has
     taken   steps  to  refocus  its  operations,  reverse  sales
     declines  and  increase  restaurant profitability.  However,
     considering,  among  other things, the Company's  historical
     operating  losses  and the current lack of commitments  from
     third  parties to provide short-term or long-term  financial
     resources,  there can be no assurance that this action  will
     have  the  expected  effect  on  the  Company's  results  of
     operations and its cash flows in fiscal 2000.

7.   On  November  23, 1998, the Company filed a lawsuit  against
     Elie V. Khoury, a Cucos  franchisee and former employee  and
     officer   of   the   Company,  to  enforce   non-competition
     agreements  and  other  agreements involving  a  prohibition
     against  the  hiring  of  Company employees.  The  petition,
     entitled,  "Cucos,  Inc. Vs. Elie V.  Khoury",  being  Civil
     Action  No.  532-296  on the docket  of  the  24th  Judicial
     District  court  for  the  Parish  of  Jefferson,  State  of
     Louisiana,  sought a permanent injunction and  damages  from
     the defendant. On December 7, 1998, Mr. Khoury filed an Answer
     and  Reconventional  Demand, alleging that  because  of  the
     Company's interference with his, "choice of vocation" he had
     incurred  damages,  injury  and  loss,  as  well  as  future
     damages,  for  which he prayed for unspecified damages  from
     the Company. A judgment was entered by the court on February
     9,  1999, in favor of Mr. Khoury and  against  the  Company,
     dismissing the Company's claims against Mr. Khoury. The Judgment
     did not address Mr. Khoury's Reconventional Demand for damages.
     This  matter is now on appeal to the Fifth Circuit Court  of
     Appeal,  State  of  Louisiana, No.  99-CA-714.  The  Company
     believes  that  the resolution of the Reconventional  Demand
     will  not  have  a material adverse effect on the  Company's
     financial position or results of operations.

     A  contractor  built  a  restaurant  for  a  franchisee  and
     affiliated company, L.B.G., Inc. The contractor was not paid
     by  L.B.G. Inc. and the contractor has sued the Company  for
     $65,000.  The  Company  believes it  will  prevail  in  this
     matter.

     On  April  11, 1990, a franchisee filed a complaint  against
     the  Company and certain of its officers alleging breach  of
     contract  and misrepresentation and seeks damages in  excess
     of  $1.6  million.  There  has  been  no  activity  in  this
     litigation for more than eight years except for a  discovery
     request filed in January, 1997, which avoided a dismissal of
     the litigation for non-prosecution. The Company believes  it
     will prevail in this matter.

     The  Company  has  various other lawsuits arising  from  its
     normal  operations for which the Company carries appropriate
     levels  of  insurance. It is the opinion of management  that
     the  outcome  of  these matters will  not  have  a  material
     adverse  effect  on  the  Company's  financial  position  or
     results of operations.

8.   Certain  reclassifications  of previously  reported  amounts
     have been made to conform to current classifications.


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


RESULTS OF OPERATIONS

Sales  of  Food and Beverage for the sixteen weeks ended  October
17,  1999  (the "Current Quarter") decreased $914,038 (14.5%)  to
$5,399,329  from $6,313,367 for the sixteen weeks  ended  October
18,  1998  (the  "Comparable  Quarter").   This  decline  is  due
primarily  to  thirteen  restaurants  operating  in  the  Current
Quarter, compared to fifteen restaurants in operation during  the
Comparable  Quarter.   Sales in the restaurants  open  throughout
both  periods  ("existing  restaurants")  declined  6.9%.   Guest
counts  in the existing restaurants declined 13.2% in the Current
Quarter  compared to the Comparable Quarter.  In addition,  video
poker revenues declined 14.5% in the Current Quarter compared  to
the Comparable Quarter.  This decline was due to the ban on video
poker  devices in five parishes in which the Company operates  in
Louisiana.  The ban became effective June 30, 1999.

Two  company-owned  restaurants were closed  during  the  Current
Quarter -- Birmingham, Alabama, on July 18, 1999, and Montgomery,
Alabama,  on  October 16, 1999.  Certain of the  assets  and  the
leasehold  interests from both restaurants were sold for  $75,000
to   former   employees  who  are  operating  the  locations   as
franchisees  of  the  Company.  There were  twelve  company-owned
restaurants at the end of the Current Quarter.

Restaurant  Expenses in the Current Quarter decreased  $1,108,706
(18.1%)  to $5,002,192 from $6,110,898 in the Comparable Quarter.
Restaurant Expenses in the existing restaurants decreased  8%  in
the  Current Quarter compared to the Comparable Quarter.   During
the  Comparable Quarter, programs were instituted to improve  the
guest  experience and added substantially to restaurant expenses.
These  programs  included non-recurring expenditures  related  to
advertising  and  promotional activities.  In  addition,  several
restaurants experienced closures due to Hurricane Georges in  the
Comparable Quarter.

A summary of the components of restaurant expenses are:

                                           Current    Comparable
     Description                           Quarter      Quarter

     Cost of Sales                          27.88%       28.39%
     Restaurant Labor and Benefits          37.09        35.52
     Other Operating Expenses               17.53        20.83
     Occupancy Costs                        10.14        11.36
     Preopening Costs                        0.00         0.69
     Total Restaurant Expenses              92.64%       96.79%

Net Royalties and Franchise Revenues increased $6,910 (16.3%)  to
$49,383  in  the  Current Quarter, compared  to  $42,473  in  the
Comparable  Quarter.  During the Current Quarter, the  franchised
restaurant  in  Des  Moines, Iowa closed, and  two  company-owned
restaurants   were  converted  to  franchises.   The   foregoing,
combined with the closure of the franchised restaurant in Boynton
Beach,  Florida  during the Third Quarter of  Fiscal  Year  1999,
resulted  in five franchise restaurants open at the  end  of  the
Current and Comparable Quarters.

Operations Expenses declined $69,549 (26.1%) to $197,893  in  the
Current  Quarter  from $267,442 in the Comparable  Quarter.   The
decrease  in  expenses is primarily the result of  reduced  costs
associated  with supervision management and restaurant management
training labor and benefits.

Corporate Expenses decreased $89,032 (20.3%) to $350,214  in  the
Current  Quarter, compared to $439,246 in the Comparable Quarter.
This  decline is attributable to reductions of personnel  in  the
marketing,  construction, accounting and  legal  departments  and
other cost reduction actions.

Charges  Related  to  Closed  Units recorded  income  during  the
Current   Quarter   of  $72,968.   Settlements  negotiated   with
landlords  to  release  the Company of its  obligations  for  two
underperforming closed units resulted in forgiveness  of  accrued
expenses  for those units.  Additionally, the Company recorded  a
gain on the sale of the Montgomery, Alabama, assets of $25,000 in
the Current Quarter.

Interest  Expense was virtually unchanged with  $151,336  in  the
Current Quarter, compared to $151,873 in the Comparable Quarter.

LIQUIDITY AND CAPITAL RESOURCES

During  the  Current Quarter, the Company's operating  activities
used  $96,310  in cash, compared to the Comparable Quarter,  when
operated  activities provided $72,188 in cash. In  the  Company's
recent  history, despite its net losses, the Company's  operating
activities have provided cash flow, in large part because of  the
Company's  ability  to extend its trade accounts  payable  terms.
During  the  Current  Quarter, however, the Company  reduced  its
trade  accounts  payable  by $367,000. This  reduction  in  trade
accounts  payable was partially offset by a $200,000  advance  of
royalties  and management fees from a franchisee. Presently,  the
Company  has no commitments from third parties to provide  short-
term borrowings.

Net  cash used by investing activities was $19,389 in the Current
Quarter compared to $62,598 in the Comparable Quarter. During the
Current  Quarter, the Company received a down payment of  $25,000
from  the  sale  of leasehold improvements and equipment  of  the
Montgomery restaurant, which was franchised in October  1999.  An
additional  payment  of  $50,000 is due from  the  franchisee  in
January  2000. The Company currently has no plans for  expansion,
but  may consider new locations as they become available  and  if
appropriate financing is available. Presently, the Company has no
commitments   from  third  parties  to  provide   financing   for
expansion.

Net  cash used in financing activities was $24,691 in the Current
Quarter  and  included principal payments on capital leases.  The
Company   has  a  credit  facility  with  a  commercial   lending
institution. This credit facility consists of a term loan  to  be
repaid  in monthly payments through December 2007, and is secured
by  the restaurant operating properties. In May 1999, the Company
and  its  commercial lender entered into a forbearance  agreement
whereby  the  commercial  lender agreed to  defer  the  Company's
requirement to make required principal and interest payments  for
May,  June and July 1999 until April 2001, and to defer  required
principal  payments for August, September and October 1999  until
April  2001.  The deferred payments will bear interest  at  14.6%
until  paid.  The  Company  did not make  its  required  interest
payment  on  October  1,  1999, nor  did  it  make  its  required
principal  and  interest  payment on November  1,  1999,  and  is
therefore in default on its credit facility. Under the  terms  of
the  credit  facility,  the  amount  outstanding,  $3,105,000  at
October 17, 1999 begins to bear interest at 14.6%, is immediately
due, and the lender may take possession of the assets pledged  as
collateral,  which represent substantially all of the  assets  of
the  Company. The Company is attempting to negotiate a waiver  of
the  credit  facility  default,  and  obtain  additional  payment
deferrals  in  fiscal year 2000. There can be no assurances  that
the  Company  will  be  able to obtain  a  waiver  or  additional
deferrals.

Because  of  the Company's recurring losses from operations,  its
net  capital deficiency, and its default on its credit  facility,
there  is  substantial  doubt  about  the  Company's  ability  to
continue  as  a  going concern. The Company has  taken  steps  to
refocus  its  operations,  reverse sales  declines  and  increase
restaurant  profitability.  However,  considering,  among   other
things, the Company's historical operating losses and the current
lack  of commitments from third parties to provide short-term  or
long-term  financial resources, there can be  no  assurance  that
this action will have the expected effect on the Company's results
of operations and its cash flows in fiscal 2000.

IMPACT OF YEAR 2000

Some of the Company's  older computer programs were written using
two digits rather than four to define the applicable year.  As  a
result, those computer programs have time-sensitive software that
recognize a date using "00" as the year 1900 rather than the year
2000.   This  could  cause  a system failure  or  miscalculations
causing disruptions of operations, including, among other things,
a  temporary inability to process transactions, send invoices, or
engage in similar normal business activities (Year 2000 Issues).

The  Company has completed an assessment and will have to  modify
or  replace hardware and software so that certain of its computer
systems,  primarily  its general ledger and accounting  packages,
will   function properly with respect to dates in the  year  2000
and  thereafter.  In 1998, the Company replaced substantially all
of  its restaurant point of sales systems and believes these  new
systems  do not have any year 2000 issues.  The total  Year  2000
project  cost is estimated at approximately $50,000 all of  which
had  been  incurred  at  October  17,  1999.   These  costs  were
primarily for the purchase of new software and hardware that will
be  capitalized.   The  Company financed these  costs  through  a
capital  lease.   Not included in this amount are  any  costs  to
remedy  Year  2000   non-compliance of  the  Company's  telephone
systems,  which  the Company became aware of during  the  Current
Quarter.  The Company is in the process of assessing the  impact,
remedies   and  contingency  plans  associated  with  this   non-
compliance.

The  project is estimated to be completed not later than December
31,  1999,  which  is  prior  to any anticipated  impact  on  its
operating  systems.  The Company believes that with modifications
to  existing software and conversions to new software,  the  Year
2000 Issue will not pose significant operational problems for its
computer systems.  However, if such modifications and conversions
are  not  made, or are not completed timely, the Year 2000  Issue
could  have  a material adverse impact on the operations  of  the
Company.

The  costs  of  the  project and the date on  which  the  Company
believes  it will complete the Year 2000 modifications are  based
on  management's   best estimates, which were  derived  utilizing
numerous assumptions of future events, continued availability  of
certain  resources and other factors.  However, there can  be  no
guarantee  that  these  estimates will  be  achieved  and  actual
results could differ materially from those anticipated.  Specific
factors  that might cause such material differences include,  but
are  not  limited  to,  the availability and  cost  of  personnel
trained  in  this  area  and  the availability  of  software  and
hardware.

The   Company  has  initiated  communications  with  all  of  its
significant  suppliers  to determine  the  extent  to  which  the
Company's   interface  systems  are  vulnerable  to  those  third
parties' failure to remediate their own Year 2000 Issues.   There
is  no guarantee that the systems of other companies on which the
Company's   systems rely will be timely converted and  would  not
have an adverse effect on the Company's  systems.

The  Company has no contingency plans, but will consider the need
to  create  one in the event circumstances arise to indicate  the
Company may not be able to complete certain aspects of its  plans
related to Year 2000 Issues.

FORWARD-LOOKING STATEMENTS

Forward-looking statements regarding management's  present  plans
or  expectations for new unit openings, remodels,  other  capital
expenditures, the financing thereof, and disposition of  impaired
units,   involve  risks  and  uncertainties  relative  to  return
expectations  and related allocation of resources,  and  changing
economic or competitive conditions, as well as the negotiation of
agreements  with third parties, which could cause actual  results
to   differ  from  present  plans  or  expectations,   and   such
differences   could  be  material.   Similarly,   forward-looking
statements  regarding  management's   present  expectations   for
operating  results  involve  risk and uncertainties  relative  to
these  and  other factors, such as advertising effectiveness  and
the  ability  to achieve cost reductions, which also would  cause
actual  results  to differ from present plans.  Such  differences
could  be  material.  Management does not expect to  update  such
forward-looking statements continually as conditions change,  and
readers should consider that such statements speak only as to the
date hereof.


Part II-Other Information

ITEM 1.   LEGAL PROCEEDINGS.

          None, except as previously reported.

ITEM 2.   CHANGES IN SECURITIES.

          None.

ITEM 3.   DEFAULTS UPON SENIOR SECURITIES.

          The  Company  has a credit facility with  a  commercial
          lending institution. This credit facility consists of a
          term  loan  to  be  repaid in monthly payments  through
          December   2007,  and  is  secured  by  the  restaurant
          operating properties. In May 1999, the Company and  its
          commercial lender entered into a forbearance  agreement
          whereby  the  commercial lender  agreed  to  defer  the
          Company's  requirement to make required  principal  and
          interest  payments for May, June and  July  1999  until
          April  2001,  and to defer required principal  payments
          for  August,  September and October  1999  until  April
          2001. The deferred payments will bear interest at 14.6%
          until  paid.  The  Company did not  make  its  required
          interest  payment on October 1, 1999, nor did  it  make
          its required principal and interest payment on November
          1,  1999  and  December 1, 1999  and  is  therefore  in
          default  on its credit facility.  $139,500 of principal
          and  interest  payments are in arrears at  December  1,
          1999.  Under  the  terms of the  credit  facility,  the
          entire  amount outstanding, $3,105,000 at  October  17,
          1999  begins  to bear interest at 14.6%, is immediately
          due,  and the lender may take possession of the  assets
          pledged  as  collateral, which represent  substantially
          all  of  the  assets  of the Company.  The  Company  is
          attempting to negotiate a waiver of the credit facility
          default,  and  obtain additional payment  deferrals  in
          fiscal  year 2000. There can be no assurances that  the
          Company  will be able to obtain a waiver or  additional
          deferrals.

ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

          There   were  no  matters  submitted  to  a   vote   of
          stockholders during the period covered by this  report.
          However,  effective on Friday, November  5,  1999,  the
          holders  of  a  majority  of the Company's  outstanding
          common  stock, acting by written consent,  removed  six
          members  of the board of directors, and elected  a  new
          group of directors.  The new board is composed of Frank
          J.  Ferrara,  Jr.  (Chairman and  the  sole  continuing
          director),  James W. Osborn, Joseph  S.  Feth,  Lee  W.
          Randall, Elias Daher and Thomas L. McCormick.

          The  first  action of the new board was to replace  the
          management  team  of  Vincent J.  Liuzza,  Jr.,  Glenda
          Liuzza, Margaret Liuzza, Thomas J. Grace, and Daniel L.
          Earles  with  a new senior management team composed  of
          James Osborn and Elias Daher.  Jim Osborn has more than
          30  years  of experience as an executive in the  family
          restaurant  industry, including  his  service  as  Vice
          President  of  Operations of Cucos from 1987  to  1989.
          Elias  Daher  has 15 years of experience in  restaurant
          operations,  serving  most recently  as  Regional  Vice
          President of Operations of Cucos from September,  1998,
          through  October,  1999,  and  as  Vice  President   of
          Operations  of  Cucos  since  November,  1999.   It  is
          expected  that  the  cost savings  resulting  from  the
          change  in  executives  will be approximately  $230,000
          annually.

          The  new board unanimously redeemed the Company's "dead
          hand"  shareholder rights plan (or "poison pill")  that
          was put in place by the prior board.

          New   management  immediately  had  to  face  extremely
          serious challenges.  The Company had failed to make its
          last  two required payments under its long-term  credit
          facility.   Payments to landlords and vendors  were  in
          arrears.   The  Company was unable to raise  additional
          capital   or  credit  because  of  certain    contracts
          between  the Company and the Liuzza family members  and
          their affiliated companies.  The contracts between  the
          Company  and  the Liuzza group hinder  a  sale  of  the
          Company.  Accordingly, the board determined that it was
          necessary to the continued viability of the Company  to
          enter  into  a  contract with Vincent J.  Liuzza,  Jr.,
          Glenda  Liuzza,  the Liuzza-related companies  and  the
          previous  directors of the Company to  rescind  certain
          contracts  and to settle all differences between  them.
          The  Company is now engaged in comprehensive settlement
          discussions with these parties.  The outcome  of  those
          discussions may be affected by actions of third parties
          over which the Company has no control.  Moreover, there
          can  be  no  assurance that these discussions  will  be
          successful or that, if successful, the discussions will
          be  resolved  in  time  to permit  the  Company  to  be
          revitalized.

          If  the  Company  is  able to achieve  a  comprehensive
          settlement  agreement  with  the  Liuzza  parties,  the
          Company  intends  to raise additional capital,  in  the
          short  term, and to actively seek a merger  partner  in
          the longer term.

ITEM 5.   OTHER INFORMATION.

          None


ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K.

          a.   Exhibits.
               27 - Financial Data Schedule

          b.   Reports on Form 8-K.

               Filed 8-K with Securities and Exchange Commission
               on November 12, 1999.


                        INDEX TO EXHIBITS


          The following exhibits are filed with this Quarterly
Report or is incorporated herein by reference:

Exhibit Number           Title

     27                  Financial Data Schedule




                           CUCOS INC.


                            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.


                              CUCOS INC.
                              (Registrant)


                              James W. Osborn


Date:  December 1, 1999    By:/s/
                              James W. Osborn, President and
                              Chief Executive Officer