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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-Q/A

                          AMENDMENT NO. 1 TO 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 26, 2000

                                       OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934
                        Commission File Number: 000-26125

                            RUBIO'S RESTAURANTS, INC.
             (Exact Name of Registrant as Specified in Its Charter)

             DELAWARE                                   33-0100303
(State or Other Jurisdiction of          (I.R.S. Employer Identification Number)
Incorporation or Organization)

            1902 WRIGHT PLACE, SUITE 300, CARLSBAD, CALIFORNIA 92008
                    (Address of Principal Executive Offices)

                                 (760) 929-8226
              (Registrant's Telephone Number, Including Area Code)

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 preceding 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. (1) Yes   X      No
                                                  -----        -----
                                          (2) Yes   X      No
                                                  -----        -----

As of April 14, 2000 there were 8,880,911 shares of the Registrant's common
stock, par value $0.001 per share, outstanding.

PORTION AMENDED

This Amendment No. 1 on Form 10-Q/A to the Quarterly Report on Form 10-Q for
the quarterly period ended March 26, 2000 (the "Report") amends Part II -
Item 6a of the previously filed Report to include Exhibit 10.1. No other
changes are being made to the Registrant's Report.

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                           PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

        None

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

(a) Not applicable

(b) Not applicable

(c) Not applicable

(d) The registration statement on Form S-1 filed by us with the SEC in
connection with our initial public offering (File No. 333-75087) as amended, was
declared effective by the SEC on May 20, 1999. Our net proceeds after deducting
the total expenses was approximately $23.4 million. Subsequent to our initial
public offering, as disclosed in our initial public offering prospectus, a
portion of the offering proceeds were used to repay the remaining $1.5 million
balance of our term loan agreement with a financial institution. The remaining
proceeds have conformed with our intended use outlined in the prospectus. We
currently have approximately $13 million remaining from our initial public
offering.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

        None

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

        None

ITEM 5. OTHER INFORMATION

        None

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

        a)   3.1   (1)     Amended and Restated Certificate of Incorporation

             3.2   (1)     Restated Bylaws

            10.1   (2)     Agreement between us and Alliant Foodservices, Inc.,
                           dated January 21, 2000.

            27.1   (3)     Financial Data Schedule
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            (1) Filed as an exhibit to Registrant's Registration Statement on
                Form S-1, and incorporated herein by reference.
            (2) Certain confidential portions of this exhibit were omitted by
                marking such portions with asterisks (the "Mark"). This
                exhibit has been filed separately with the Secretary of
                the Commission without the Mark pursuant to the
                Company's Application Requesting Confidential Treatment.
            (3) Previously filed.

        b) Reports on Form 8-K:
                No reports on Form 8-K were filed by the Registrant during the
                13 weeks ended March 26, 2000.

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                                   SIGNATURES

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.



Dated: May 11, 2000           RUBIO'S RESTAURANTS, INC.


                              /s/ Joseph N. Stein
                              ---------------------------------------------
                              Joseph N. Stein
                              Chief Strategic and Financial Officer
                              (Principal Financial and Accounting Officer)