SECURITIES AND EXCHANGE COMMISSION
                                     Washington, D.C. 20549

                                           FORM 10-KSB/A

              X     ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE 
          --------- SECURITIES EXCHANGE ACT OF 1934 {FEE REQUIRED}

                           For fiscal year ended   October 1, 1995
                                                   ---------------
          TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
          SECURITIES EXCHANGE ACT OF 1934 {NO FEE REQUIRED}

          Commission File No: 0-14650
                              -------
                                 RUDY'S RESTAURANT GROUP, INC.
                                 -----------------------------
          (Exact name of registrant as specified in its charter)

                                Nevada                88-0210808
                                ------                ----------
                  (State or other jurisdiction        (I.R.S. Employer 
                         of incorporation)           Identification Number)

              11900 Biscayne Boulevard, Suite 806, Miami, Florida 33181
              ---------------------------------------------------------
                (Address of principal executive offices)    (Zip Code)

                  Registrant's telephone number, including area code: 
                                   (305) 895-7200
                                   --------------
          Registrant's fax number, including area code: (305) 895-2881
                                                        --------------
          Securities registered pursuant to Section 12 (b) of the Act: 
          None

          Securities registered pursuant to Section 12 (g) of the Act: 
          Common Stock, par value $ .01 per share

          Check 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 preceding 12 months (or for such shorter
          period that the registrant was required to file such report(s)
          and (2) has been subject to such filing requirements for the past
          90 days.      X   Yes           No
                      -----         -----
          Check if disclosure of delinquent filers pursuant to Item 405 of
          Regulation S-K is not contained herein, and will not be
          contained, to the best of registrant's knowledge, in definitive
          proxy or information statements incorporated by reference in Part
          III of this Form 10-K or any amendment to this Form 10-KSB. [ X ]

          Issuer's revenues for its most recent fiscal year: $11,091,000
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          The aggregate market value of the registrant's Common Stock, $.01
          par value, held by non-affiliates of the registrant as of
          December 15, 1995 was approximately $2,180,000 based on the
          average of the bid ($1.93) and ask ($2.19) prices on that date.
          As of December 15, 1995, 3,765,000 shares of the registrant's
          Common Stock, $.01 par value, were outstanding.

          Exhibit table is on page   39
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                                      SIGNATURES

          Pursuant to the requirements of Section 13 or 15(d) of the
          Securities and Exchange Act of 1934, the registrant has duly
          caused this report to be signed on its behalf by the undersigned,
          thereunto duly authorized.

                                          RUDY'S RESTAURANT GROUP, INC.
                                                  (Registrant)

                                          By: /s/   Douglas M. Rudolph
                                              -------------------------
                                              Douglas M. Rudolph
                                              Chief Executive Officer
                                              Chairman of the Board

          Dated:   January 12, 1996 
                 --------------------

          Pursuant to the requirements of the Securities Exchange Act of
          1934, this report has been signed below by the following persons
          on behalf of the registrant and in the capacities and on the
          dates indicated:


          /s/ Douglas M. Rudolph    President, Chairman      January 12,
          1996
          -----------------------   ofthe Board, Chief 
          Douglas M. Rudolph        Executive Officer, 
                                    Secretary and Director

          /s/ Marie G. Peterson     Vice President,          January 12,
          1996
          ---------------------     Treasurer, Chief 
          Marie G. Peterson         Financial and 
                                    Operating Officer, 
                                    and Principal 
                                    Accounting Officer

          /s/ Eli Boyer             Director                 January 12,
          1996
          -----------------------
          Eli Boyer

          /s/ Peter Graham          Director                 January 12,
          1996
          -----------------------
          Peter Graham


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