SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

(Mark One)

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934

                  For the quarterly period ended March 28, 1999

                                       OR

[ ]  TRANSITION  REPORT  PURSUANT  TO SECTION  13 OR 15(d) OF THE  SECURITIES
     EXCHANGE ACT OF 1934

            For the transition period from            to           .
                                           ---------     ---------

                           Commission File No. 0-23226


                              GRILL CONCEPTS, INC.
             -------------------------------------------------------
             (Exact name of registrant as specified in its charter)


          Delaware                                         13-3319172
-------------------------------                 --------------------------------
(State or other jurisdiction of                (IRS Employer Identification No.)
 incorporation or organization)


        11661 San Vicente Blvd., Suite 404, Los Angeles, California 90049
       -------------------------------------------------------------------
               (Address of principal executive offices) (Zip Code)


                                 (310) 820-5559
              ----------------------------------------------------
              (Registrant's telephone number, including area code)


                                                                        
              ----------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report)

     Indicate  by check mark  whether the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934 during the past 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        
    -----     -----

     As of May 10,  1999,  16,015,553  shares of Common Stock of the issuer were
outstanding.


<PAGE>

                              GRILL CONCEPTS, INC.

                                      INDEX


                                                                           Page
                                                                          Number
                                                                         -------
PART I - FINANCIAL INFORMATION

   Item 1.  Financial Statements

            Consolidated Condensed Balance Sheets - March 28, 1999
            and December 27, 1998...........................................   1

            Consolidated Condensed Statements of Operations - For the three
            months ended March 28, 1999 and March 29, 1998..................   3

            Consolidated Condensed Statements of Cash Flows - For the three
            months ended March 28, 1999 and March 29, 1998..................   4

            Notes to Consolidated Condensed Financial Statements............   5

   Item 2.  Management's Discussion and Analysis of Financial Condition
            and Results  of Operations......................................   6

   Item 3.  Quantitative and Qualitative Disclosures About Market Risk......   9

PART II - OTHER INFORMATION

   Item 6.  Exhibits and Reports on Form 8-K................................   9

SIGNATURES    ..............................................................  10


<PAGE>


                         PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS


                      GRILL CONCEPTS, INC. AND SUBSIDIARIES

                      CONSOLIDATED CONDENSED BALANCE SHEETS


                                     ASSETS


                                                 March 28,         December 27, 
                                                   1999                1998     
                                                ------------       ------------
                                                (unaudited)                 
                                                                     


Current assets:
     Cash and cash equivalents                   $ 396,478           $  438,184
     Inventories                                   387,919              385,131
     Receivables                                   797,659              356,358
     Prepaid expenses                              665,491              884,602
                                                -----------          -----------
          Total current assets                   2,247,547            2,064,275
                                                -----------          -----------
Property and equipment, at cost                 13,090,808           12,855,412
     Less:  accumulated depreciation            (4,798,945)          (4,513,075)
                                                ------------         -----------
          Property and equipment, net            8,291,863            8,342,337
                                                ------------         -----------
Goodwill, net                                      227,441              229,441

Liquor licenses                                    641,603              641,603

Other assets                                        68,924              109,305
                                                ------------         -----------
          Total assets                         $11,477,378          $11,386,961
                                                ============         ===========



   The accompanying notes are an integral part of these consolidated condensed
                             financial statements.


                                       1
<PAGE>
                      GRILL CONCEPTS, INC. AND SUBSIDIARIES

                      CONSOLIDATED CONDENSED BALANCE SHEETS
                                   (Continued)

                      LIABILITIES AND STOCKHOLDERS' EQUITY


<TABLE>
                                                             March 28,         December 27,                   
                                                               1999               1998     
                                                            ----------         -----------
<S>                                                         <C>                <C>

                                                            (unaudited)                                       
                                                                            
Current liabilities:
     Bank line of credit                                $     600,000         $   590,026
     Accounts payable                                       1,397,803           1,648,465
     Accrued expenses                                       1,250,457           1,045,832
     Current portion of long term debt                        458,943             455,470
     Note payable - related party                             624,500             624,500
                                                           -----------         -----------
          Total current liabilities                         4,331,703           4,364,293

Long-term debt                                              1,915,202           2,001,760
Notes payable - related parties                               855,174             926,038
                                                           -----------         -----------
          Total liabilities                                 7,102,079           7,292,091
                                                           -----------         -----------
Minority interest                                             246,128             227,957

Stockholders' equity:

Series A, 10% Convertible Preferred Stock, 
$.001 par value; 1,000,000 shares authorized, 
none issued and outstanding in 1999 and 1998                       --                 --
Series  B, 8% Convertible Preferred Stock, 
$.001 par value; 1,000,000 shares authorized, 
none issued and outstanding in 1999 and 1998                       --                 --
Series I, Convertible Preferred Stock, 
$.001 par value; 1,000,000 shares authorized, 
1000 shares issued and outstanding in 1999 and 1998                 1                  1
Series II, 10% Convertible Preferred Stock, $.001 par
value; 1,000,000 shares, 500 shares issued and
outstanding in 1999 and  1998                                       1                  1
Common stock, $.00001 par value; 30,000,000 shares
authorized, 16,015,533 shares issued and outstanding in
1999 and 1998                                                     160                160

Additional paid-in capital                                 11,071,062         11,071,062

Accumulated deficit                                        (6,942,053)        (7,204,311)
                                                          ------------      -------------
          Stockholders' equity                              4,129,171          3,866,913
                                                          ------------      -------------
          Total liabilities and stockholders' equity    $  11,477,378      $  11,386,961
                                                          ============      =============
</TABLE>





   The accompanying notes are an integral part of these consolidated condensed
                              financial statements.


                                       2
<PAGE>

                      GRILL CONCEPTS, INC. AND SUBSIDIARIES
                 CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
                                   (unaudited)


                                                       Three Months Ended 
                                                --------------------------------
                                                March 28, 1999    March 29, 1998
                                                --------------    --------------
Revenues:      
    Sales                                        $  10,163,195     $  8,270,895
    Management and license fees                        124,847           90,346
                                                   -----------       -----------
              Total Revenues                        10,288,042        8,361,241

Cost of sales                                        2,815,682        2,203,050
                                                   -----------       -----------
Gross Profit                                         7,472,360        6,158,191
                                                   -----------       -----------
Costs and expenses:
    Restaurant operating expenses                    6,002,125        5,045,368
    General and administrative                         804,429          622,594
    Depreciation and amortization                      287,820          243,270
    Preopening cost                                         --           75,498
                                                   -----------       -----------
              Total operating expenses               7,094,374        5,986,730
                                                   -----------       -----------
Income from operations                                 377,986          171,461

Interest expense, net                                  (95,556)         (39,119)
                                                   -----------       -----------
Income before provision for income taxes and
     minority interest                                 282,430          132,342

Provision for income taxes                              (2,000)          (1,200)
Minority interest                                      (18,172)              -- 
                                                   -----------       -----------
Income before cumulative effect of change in                                    
     accounting principle                              262,258          131,142 
                                                                                
Cumulative effect of change in accounting                                       
principle                                                   --           70,281
                                                                                
Net income                                           $ 262,258        $  60,861
                                                   -----------       -----------
Preferred stock:
    Preferred dividends accrued or paid                (12,500)         (22,328)
    Accounting deemed dividends                             --          (42,133)
                                                   -----------       -----------
                                                       (12,500)         (64,461)
Net income applicable to common stock               $  249,758        $  (3,600)
                                                   ===========       ===========
Net income per share
    Basic net income                                $     0.02        $    0.00
                                                   ===========       ===========
    Preferred Stock
         Dividends                                        0.00             0.00
         Accounting deemed dividends                      0.00             0.00
                                                   -----------       -----------
                                                          0.00             0.00
                                                   -----------       -----------
Basic net income applicable to common stock         $     0.02        $    0.00
                                                   -----------       -----------
Average weighted shares outstanding                 16,015,553       15,704,802
                                                   ===========       ===========

        The accompanying notes are an integral part of these consolidated
                              financial statements.

                                       3
<PAGE>
                      GRILL CONCEPTS, INC. AND SUBSIDIARIES

                 CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
                                   (unaudited)


<TABLE>
                                                                  Three Months Ended 
                                                             --------------------------------
                                                             March 28, 1999    March 29, 1998
                                                             --------------    -------------- 
<S>                                                          <C>               <C>

Cash flows from operating activities:
     Net income                                              $  262,258         $    60,861
     Adjustments to reconcile net income to net cash
     provided by operating activities:
        Depreciation and amortization                           287,870             288,870
        Minority interest in net income                          18,172                  --             
        Cumulative effect of change in accounting principle          --              70,281  
        Changes in operating assets and liabilities
          Inventories                                            (2,788)              6,680
          Receivables                                          (441,302)             45,397
          Prepaid expenses                                      219,111            (137,642)
          Other assets                                           40,381              22,211
          Accounts payable                                     (250,662)           (317,178)
          Accrued liabilities                                   204,625             268,281
                                                              ----------         -----------
     Net cash provided by operating activities                  337,665             307,761
                                                              ----------         -----------
Cash flows from investing activities:
     Additions to furniture, equipment and improvements        (235,395)           (935,503)
                                                              ----------         -----------
     Net cash used in investing activities                     (235,395)           (935,503)
                                                              ----------         -----------
Cash flows from financing activities:
     Proceeds from note payable                                      --             800,000     
     Proceeds from investment in L.L.C.                              --             199,800
     Proceeds from line of credit                                 9,974              55,000
     Payments on long-term debt                                (153,950)            (84,965)
                                                              ----------         -----------
     Net cash provided by financial activities                 (143,976)            969,835
                                                              ----------         -----------
Net increase (decrease) in cash and cash equivalents            (41,706)            342,093

Cash and cash equivalents, beginning of period                  438,184             272,567
                                                              ----------         -----------
Cash and cash equivalents, end of period                     $  396,478           $ 614,660
                                                              ==========         ===========
Supplemental cash flow information:
     Cash paid during the period for:
       Interest                                                $109,941             $38,830
       Income taxes                                                  --                  --

</TABLE>


        The accompanying notes are an integral part of these consolidated
                              financial statements.



                                       4
<PAGE>

                      GRILL CONCEPTS, INC. AND SUBSIDIARIES

              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                                   (unaudited)

1.   INTERIM FINANCIAL PRESENTATION

     The interim consolidated  financial statements are prepared pursuant to the
     requirements  for reporting on Form 10-Q.  These financial  statements have
     not been audited by independent accountants.  The December 27, 1998 balance
     sheet data was  derived  from  audited  financial  statements  but does not
     include  all  disclosures   required  by  generally   accepted   accounting
     principles.  The interim  financial  statements and notes thereto should be
     read in conjunction with the financial statements and notes included in the
     Company's   Form  10-KSB  dated  December  27,  1998.  In  the  opinion  of
     management, these interim financial statements reflect all adjustments of a
     normal  recurring  nature necessary for a fair statement of the results for
     the interim periods presented. The current period results of operations are
     not necessarily indicative of results which ultimately will be reported for
     the full year ending December 26, 1999.

     Certain  prior year  amounts have been  reclassified  to conform to current
     year presentation.

2.   PREOPENING COSTS

     During fiscal 1998, the Company  elected early adoption of AICPA  Statement
     of Position  (SOP) 98-5,  "Reporting on the Costs of Start-Up  Activities."
     This new accounting standard requires most entities to expense all start-up
     and preopening costs as they are incurred. Preopening costs for all periods
     presented herein reflect costs that were expensed as incurred. In addition,
     the  Consolidated  Statement of Operations for the three months ended March
     29, 1998 has been restated to reflect, as a one-time charge, the cumulative
     effect of the change in accounting principle.

3.   FUTURE ACCOUNTING REQUIREMENTS

     In June 1998,  the FASB  issued SFAS No. 133,  "Accounting  for  Derivative
     Instruments  and Hedging  Activities".  This  Statement  requires  that all
     derivative  instruments  be  recorded  on the  balance  sheet at their fair
     value.  Changes  in the fair value of  derivatives  will be  recorded  each
     period in current  earnings or other  comprehensive  income,  depending  on
     whether a derivative is designated as part of a hedge  transaction  and, if
     it is, the type of hedge  transaction.  The new rules will be effective the
     first  quarter of 2000.  The Company does not believe that the new standard
     will have a material impact on the Company's financial statements.


                                       5
<PAGE>

Item 2. Management's  Discussion and Analysis of Financial Condition and Results
        of Operations.

The following  discussion and analysis  should be read in  conjunction  with the
Company's financial statements and notes thereto included elsewhere in this Form
10-Q. Except for the historical  information contained herein, the discussion in
this Form 10-Q contains  certain forward  looking  statements that involve risks
and  uncertainties,  such as  statements  of the  Company's  plans,  objectives,
expectations  and intentions.  The cautionary  statements made in this Form 10-Q
should be read as being  applicable to all related forward  statements  wherever
they  appear in this Form  10-Q.  The  Company's  actual  results  could  differ
materially  from those  discussed here. For a discussion of certain factors that
could cause actual  results to be materially  different,  refer to the Company's
Annual Report on Form 10-KSB for the year ended December 27, 1998.

Material  Changes in Results of Operations  for the Three Months Ended March 28,
1999 as Compared to the Three Months Ended March 29, 1998.

The  results of  operations  for the three  month  period  ended  March 28, 1999
include the  operations  of nine Daily Grill  restaurants;  three  Pizzeria  Uno
units; The Grill restaurant and the San Jose Grill  restaurant.  The results for
the first three  months of 1998  include  eight Daily Grill  restaurants,  three
Pizzeria Uno stores and The Grill.

The Company's revenues for the three month period increased 23.0% to $10,288,000
from $8,361,000 for the same period in 1998. Total revenues included $10,163,000
of sales  revenues  and $125,000 of  management  and  licensing  fees in 1999 as
compared to $8,271,000 of sales revenues and $90,000 of management and licensing
fees in 1998.  The  increase of $1.9  million,  or 22.9%,  in sales  revenues is
primarily a result of (1) added  sales by the  inclusion  of the Tyson's  Corner
Daily  Grill  for  the  full  three  months  ($0.7  million)  and  (2)  a  sales
contribution of $1.0 million from the San Jose Grill.  Additionally,  same store
sales  increased  2.2%.  Management  and licensing fees during 1999 included (1)
$100,000 of fees from a newly  implemented hotel restaurant  management  service
and (2) $25,000 of licensing and other fees from the LAX Daily Grill. Management
and  licensing  fees  during  1998  included  (1)  $65,000  of fees  from  hotel
restaurant management services and (2) $25,000 of fees from the LAX Daily Grill.

While  revenues  increased by 23.0% in the 1999 three month period when compared
with the similar period in 1998,  cost of sales increased 27.8% and increased as
a percentage  of sales from 26.6% to 27.7%.  This increase in cost of sales as a
percentage of sales during the 1999 period is attributable principally to higher
food costs  associated with the San Jose Grill  restaurant.  As a result,  gross
profit  increased 21.3% from  $6,158,000  (74.5% of sales) in 1998 to $7,472,000
(73.5% of sales) in 1999.

Restaurant   operating  expenses  increased  19%  to  $6,002,000  in  1999  from
$5,045,000 in 1998.  The dollar  increase in restaurant  operating  expenses was
primarily  attributable  to the  operation of the new San Jose Grill and Tyson's
Corner  restaurants,  which  opened in May and  October  of 1998,  respectively.
However,  restaurant  operating expenses as a percentage of sales decreased from
61.0% in 1998 to 59.1% in 1999.

General and  administrative  expenses increased 29.2% to represent 7.9% of sales
in the 1999 three  months  while  amounting to 7.5% of sales in the 1998 period.
The dollar increase in the corporate  overhead category amounted to $182,000 and
resulted primarily from added corporate  personnel,  merit increases and related
payroll costs.

Depreciation and amortization expense increased by $45,000 during the 1999 three
month  period  reflecting  the  operation  of the  Tyson's  Corner  and San Jose
restaurants.

During fiscal 1998, the Company elected early adoption of American  Institute of
Certified  Public  Accountants  ("AICPA")  Statement of Position  ("SOP")  98-5,
"Reporting on the Costs of Start-Up  Activities."  This new accounting  standard
requires entities to expense start-up and preopening costs as they are incurred.
Consistent  with the practice of most casual dining  restaurant  companies,  the
Company  previously  deferred  such  costs  and  then  wrote  them  off over the
twelve-month  period  following the opening of each  restaurant.  As a result of
this early adoption,  preopening costs for all periods  presented herein reflect
costs that were  expensed  as  incurred.  For the 1998 three month  period,  the
Company  incurred  preopening  costs  of  $75,000  compared  to none in the 1999
reporting period.  Although the Company had three restaurant openings during the
1999 three month period, all preopening costs were fully funded through landlord
contributions,  joint ventures,  partnerships or a combination thereof. 

                                       6
<PAGE>
Additionally,  during the 1998 period,  the Company reported a charge of $70,000
attributable to the cumulative  effect of a change in accounting  principle as a
result of the early adoption of the SOP.

The 1999 three month operations also reflect a minority interest of $18,000 from
the inclusion of the results of the San Jose Grill L.L.C.

The Company  reported  accrued or paid  dividends on preferred  stock of $12,500
during  the  current  period  and  $22,000  during  the  same  period  in  1998.
Additionally,  in accordance  with the position of the  Securities  and Exchange
Commission  relating to accounting for Preferred Stock which is convertible into
common  stock at a discount  from the  market  price of the  common  stock,  the
Company reported a "deemed  dividend" of approximately  $42,000 during the three
month period in 1998. The Company  reported no similar "deemed  dividend" in the
current  period.  The  "deemed  dividend,"  which  relates  to the  issuance  of
convertible preferred stock during 1997, is a non-cash, non-recurring accounting
entry which, along with the accrued dividends on preferred stock, is a deduction
from net income in calculating income (loss) applicable to common stock.

Material Changes in Financial Condition, Liquidity and Capital Resources.

At March 28, 1999 the Company had negative working capital of $2.1 million and a
cash  balance of $0.4  million  compared  to  negative  working  capital of $2.3
million and a cash balance of $0.4 million at December 27, 1998.  The  favorable
change in working  capital was primarily  attributable  to the operating  profit
during the period along with an increase in receivables and accrued expenses and
decreases in prepaid expenses and payables.

The  Company's  need  for  capital  resources  has  resulted  from,  and for the
foreseeable  future is  expected to relate  primarily  to, the  construction  of
restaurants.  Historically,  the  Company has funded its  day-to-day  operations
through its operating  cash flow,  while funding growth through a combination of
bank borrowing,  loans from  stockholders/officers,  the sale of Debentures, the
sale of Preferred Stock, the issuance of warrants,  loans and tenant  allowances
from certain of its  landlords  and,  beginning in 1998,  through  joint venture
arrangements. At March 28, 1999, the Company had existing bank borrowing of $1.9
million, a loan from a San Jose Grill L.L.C. member of $0.8 million, an SBA loan
of $0.1 million,  loans from  stockholders/officers  of $0.8 million,  equipment
loans of $0.8  million  and  loans/advances  from a landlord  and others of $0.1
million.

As of May 1, the Company had opened three Daily Grill  restaurants  in 1999, all
of which are hotel-based managed facilities. In addition, the Company expects to
open a non-hotel  based Daily Grill  restaurant  in 1999,  under a joint venture
agreement.  Finally,  the Company  expects to open a majority owned  hotel-based
Grill  restaurnat in late 1999 or early 2000.  Management  anticipates  that new
non-hotel  based  restaurants  will cost  between $1 million  and $2 million per
restaurant to build and open  depending  upon the location and available  tenant
allowances.  Hotel based restaurants may involve remodeling existing facilities,
substantial  capital  contributions  from the hotel  operators and other factors
which will cause the cost to the Company of opening such  restaurants to be less
than the Company's cost to build and open non-hotel based restaurants.

The Company may enter into  investment/loan  arrangements in the future on terms
similar to the San Jose Fairmont Grill and Chicago Westin Grill  arrangements to
provide for the funding of selected  restaurants.  Management  believes that the
Company  has  adequate  resources  on hand and  operating  cash flow to  sustain
operations for at least the following 12 months. In order to fund the opening of
additional  restaurants,  the  Company  will  require,  and  intends  to  raise,
additional capital through  additional bank borrowings,  the issuance of debt or
equity securities, or the formation of additional investment/loan  arrangements,
or a  combination  thereof.  The Company  presently has no  commitments  in that
regard.

Future Accounting Requirements

In June  1998,  the  FASB  issued  SFAS  No.  133,  "Accounting  for  Derivative
Instruments and Hedging Activities". This Statement requires that all derivative
instruments be recorded on the balance sheet at their fair value. Changes in the
fair value of  derivatives  will be recorded each period in current  earnings or
other comprehensive  income,  depending on whether a derivative is designated as
part of a hedge  transaction and, if it is, the type of hedge  transaction.  The
new rules will be  effective  the first  quarter of 2000.  The Company  does not
believe  that the new  standard  will have a  material  impact on the  Company's
financial statements.

                                       7
<PAGE>


Certain Factors Affecting Future Operating Results

In addition to the opening of new restaurants  during 1999, as described  above,
and the various factors  described in the Company's Annual Report on Form 10-KSB
for the year ended  December 27, 1998,  the  following  developments  during the
first half of this year may impact future operating results.

The Company's  operations during 1999 are expected to reflect the opening during
the  last  three  quarters  of a 50%  owned  restaurant  in  Universal  Studios,
California.  In addition,  pursuant ot the Company's hotel restaurant management
agreement,  the Company opened two  hotel-based  Daily Grill  restaurants in the
Spring of 1999 which had no  material  impact on  operating  results  during the
first  quarter,  and is scheduled  to open a majority  owned  hotel-based  Grill
restaurant in late 1999 or early 2000.

The Company continues in its efforts to sell its Pizza Restaurants.

There can be no  assurance  that the Company will be  successful  in opening new
restaurants in accordance with its anticipated opening schedule; that sufficient
capital  resources will be available to fund scheduled  restaurant  openings and
start-up  costs;  that new restaurants  can be operated  profitably;  that hotel
restaurant management services will produce satisfactory cash flow and operating
results to support such operations;  that additional hotels will elect to retain
the Company's hotel restaurant  management services;  that the Pizza Restaurants
can be sold on terms  satisfactory to the Company;  that proceeds,  if any, from
the sale of the Pizza  Restaurants  can be deployed in a manner so as to replace
the cash flows, revenues and operating profits from the Pizza Restaurants.

Year 2000 Issue

The Company recognizes the need to ensure that its operations,  as well as those
of third parties with whom the Company conducts business,  will not be adversely
impacted by Year 2000  software  failures.  Software  failures due to processing
errors  potentially  arising  from  calculations  using the year 2000 date are a
known  risk.  The  Company  is  addressing  this  risk to the  availability  and
integrity  of  financial  systems and the  reliability  of  operational  systems
through  a  combination  of  actions  including  the  implementation  of  a  new
financial, payroll, human resources software package that is Year 2000 compliant
and new hardware in both corporate headquarters and restaurants.


The corporate  network of the Company's  headquarters has been replaced with new
hardware with a Windows NT software package. The Company is about to order a new
accounting system software package which is Year 2000 compliant.  Implementation
is anticipated for May of 1999.

Each new restaurant has had new year 2000 compliant  software installed with the
new in restaurant point of sale and back office computer system.

The Company is evaluating the software  currently  being utilized in its 6 older
restaurants.  While we have received assurance from the software's supplier that
such software is year 2000 compliant,  we are  investigating  new more efficient
software to replace the older  software and expect a decision  before the end of
1999.

The Company has incurred  approximately  $40,000 for the new corporate  hardware
and anticipates a cost of $60,000 for new corporate software.

New  restaurant  computer  systems and software cost  approximately  $60,000 per
restaurant.  This is however a part of the initial capital  contribution for new
restaurants.

                                       8
<PAGE>

Regarding  the Year 2000  issue,  the  greatest  risk to the Company is that the
systems  placed in service by the Company  itself and/or its vendors will not be
fully  operational by the end of calendar year 1999. This could adversely impact
the day to day operations of the Company.  However,  it is the Company's  belief
that all of its systems will be in full operation in adequate time to ensure the
Company is fully  operational  by mid 1999.  Beginning in calendar year 1999, if
any current  vendors are not Year 2000  compliant,  the  Company  will  identify
alternative  vendors  who  are  Year  2000  compliant.  Should  any  part of the
implementation  by the Company or its vendors not function as  anticipated,  the
Company believes that it has ample time to develop  contingency  plans to ensure
Company operations will not be materially affected.

Item 3.  Quantative and Qualativie Disclosures About Market Risk

The Company is exposed to market risk from  changes in interest  rates on funded
debt.  This exposure  relates to its $2,000,000  revolving  credit and term loan
facility  (the  "Credit  Facility").  Borrowings  outstanding  under the  Credit
Facility  totaled  $1,925,000  at March 28,  1999.  Borrowings  under the Credit
Facility bear interest at the lender's reference rate plus 0.25%. A hypothetical
1%  interest  rate  change  would not have a  material  impact on the  Company's
results of operations.

                           PART II - OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K

     (a)  Exhibits

          Exhibit No.         Description
          -----------         -----------
             27.1             Financial Data Schedule

     (b)  Reports on Form 8-K

          None

                                       9
<PAGE>

                                   SIGNATURES

In accordance with the  requirements of the Exchange Act, the registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.

                                       GRILL CONCEPTS, INC.


Dated:  May 12, 1999                   By:/s/  ROBERT SPIVAK          
                                          ---------------------------------
                                          Robert Spivak, President and
                                          Chief Executive Officer


Dated:  May 12, 1999                   By:/s/  LAWRENCE L. BYER      
                                          ---------------------------------
                                          Lawrence L. Byer, Controller and
                                          Principal Accounting Officer



                                       10