July 11, 2000

Ross Family Trust  Under Agreement
  Dated November 18, 1993
Stephen Ross, Co-Trustee
Rachel Ross, Co-Trustee
5036 Veloz Street
Tarzana, CA  91356

                Re: Loan to Grill Concepts, Inc. (the ACompany@)

Dear Trustees:

     Concurrently  herewith  you are loaning  the  Company Two Hundred  Thousand
Dollars ($200,000)  pursuant to the terms of the Promissory Note attached hereto
(the  ANote@),  Exhibit A hereto.  Additionally,  the  Company  is  concurrently
granting you warrants to purchase up to twenty  thousand  (20,000) shares of its
Common  Stock as set forth in the  AWarrant  No. 1 to Purchase  Shares of Common
Stock of Grill Concepts, Inc.  of even date (the AWarrant@), Exhibit B hereto.

     The  purpose  of this  letter  is to  also  confirm  to you  the  Company=s
agreement  that you shall receive an additional  warrant to purchase  additional
shares  of the  Company=s  Common  Stock  equal to that  number of shares of the
Company=s common stock representing ten percent (10%) of the outstanding balance
remaining  due under the Note, if any, at the end of twelve (12) months from the
date of the Note  (the  AAnniversary  Date@)  at the then  Market  Price of said
Common Stock ( AWarrant  No. 2@). For purposes of the above,  Market Price shall
be the average closing bid price of the Company=s Common Stock over the five (5)
trading day period preceding the Anniversary  Date. The form of Warrant No. 2 is
enclosed as Exhibit C hereto.

     The Company consents to you assigning your interest in the Note and Warrant
No. 1 and Warrant No. 2 to the Mazel Trust as well as any assignment of any such
interests  to any of your  affiliates  and family  members  and to any trusts or
other entities established for the benefit of such affiliates or family members.

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July 11, 2000
Page 2

     In the event from and after the date hereof,  the Company  borrows funds (a
ABorrowing@)  in an aggregate  amount of more than one million dollars in excess
of the aggregate balance of its Existing Borrowings,  you shall have the option,
upon thirty (30) days prior written notice to the Company, to call for immediate
payment of any sums  remaining  due under  your  Note,  in which case the entire
unpaid  principal  and accrued  interest due under the Note shall become due and
payable.  For  purposes  hereof,  Existing  Borrowings  shall  mean  all  of the
Company=s loans and other credit facilities and shall expressly include, without
limitation the Company=s  existing  credit  facility with Bank of America and of
the replacement  therefor being provided by a pending financing with Wells Fargo
Bank and the loans from the Mazel Trust and from the Ross Trust.  The  Company=s
future  ordinary  course  of  business  transactions,  such as real  estate  and
equipment  leases as well as the financing of furniture,  fixtures and equipment
shall not be deemed a Borrowing.

     The parties  acknowledge that documents  incidental to this transaction has
been  prepared  by the law  firm of  Herzog,  Fisher,  Grayson  &  Wolfe,  a Law
Corporation  (the  AFirm@),  at the request of the  Company to document  certain
relationships  among the  parties.  In view of the fact that the Firm has in the
past rendered legal services to and represented and may continue to render legal
services to and  represent the Company and your  affiliates  in connection  with
other  matters,  there is a potential  for  conflicts of  interest.  The parties
acknowledge  that they are aware of such conflicts of interest and the potential
adverse effects to them which may result therefrom,  and,  notwithstanding same,
hereby  reaffirm  their request and consent to the Firm=s  preparation  of these
documents,  and waive any  potential  conflicts  of interest  with respect to or
against the Firm in connection therewith. Further, both parties acknowledge that
the terms of this  transaction  and the documents were negotiated by the parties
without the Firm=s participation in same, both parties being advised by the Firm
that independent legal advisors should be consulted relative to same.

     If the above accurately reflects our understanding, please acknowledge same
in the space provided below and this letter shall then  constitute our agreement
with regard to the above, superseding all prior communications between us.

                                                 Very truly yours,

                                                 GRILL CONCEPTS, INC.


                                                 By:

                                                 Its:


THE  FOREGOING IS  ACKNOWLEDGED  AND AGREED TO EFFECTIVE  THIS 11th DAY OF JULY,
2000:

ROSS FAMILY TRUST UNDER AGREEMENT DATED NOVEMBER 18, 1993:

By:
          Stephen Ross, Co-Trustee

By:
          Rachel Ross, Co-Trustee

cc:     Andrew Schmerzler, Esq.