September 26, 1997



VIA EDGAR

Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, DC 20549

RE:  Cucos Inc. - Commission File No. 0-12701

Gentlemen:

On behalf of Cucos Inc. (the "Company"), there follows herewith
for filing the Company's Annual Report on Form 10-KSB for the
fiscal year ended June 29, 1997, with exhibits.

Very truly yours,

CUCOS INC.


Vincent J. Liuzza, Jr.
Chairman
                                
               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549
                                
                           FORM 10-KSB
       (Mark   
       One)
               
        /X/       Annual Report under Section 13 or 15(d) of the
                  Securities Exchange Act of 1934 (Fee Required)
                     for the fiscal year ended June 29, 1997
                                     
       /  /     Transition report under Section 13 or 15(d) of the
                Securities Exchange Act of 1934 (No Fee Required)
                  for the transition period from ____________ to
                                   ___________

Commission file number 0-12701
                           CUCOS INC.
      (Exact name of Small Business Issuer in its charter)
                                
                   Louisiana                         72-0915435
        (State or other jurisdiction of           (I.R.S. Employer
         incorporation or organization)         Identification No.)

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

           Issuer's telephone number:  (504) 835-0306
   Securities registered under Section 12(b) of the Act:  None
      Securities registered under Section 12(g) of the Act:
                   Common Stock, no par value
                        (Title of Class)
                                
      Check whether the Issuer (1) filed all reports required  to
be  filed  by Section 13 or 15(d) of the Securities Exchange  Act
during  the past 12 months (or for such shorter period  that  the
Issuer  was  required to file such reports),  and  (2)  has  been
subject  to such filing requirements for the past 90 days.    Yes
X     No

      Check  if  there is no disclosure of delinquent  filers  in
response  to Item 405 of Regulation S-B contained in  this  form,
and  no  disclosure will be contained, to the  best  of  issuer's
knowledge,   in   definitive  proxy  or  information   statements
incorporated by reference in Part III of this Form 10-KSB or  any
amendment to this Form 10-KSB. /X/

Issuer's revenues for its most recent fiscal year:  $21,464,000

      Aggregate market value (based on the average bid and  asked
prices  in the over the-counter market) of the voting stock  held
by  non-affiliates  of the Registrant as of  September  9,  1997:
approximately $3,567,000.

     Number of shares outstanding of each of the Issuer's Classes
of  common  stock as of September 9, 1997:  2,113,747  shares  of
Common Stock, no par value.

              Documents Incorporated By Reference.
                                
      Portions  of  the definitive Proxy Statement for  the  1997
Annual  Meeting of Shareholders (the "1997 Proxy Statement")  are
incorporated by reference into Part III.

                          INTRODUCTORY

      Definitions.  Except where the context indicated otherwise,
the  following terms have the following respective meanings  when
used  in  this Annual Report:  the "Registrant" means Cucos  Inc.
and  the  "Fiscal Year" means the 52 weeks ended June  29,  1997,
which is the year for which this Annual Report is filed.

      Presentation  and Dates of Information.  The  Item  numbers
appearing  in  this Annual Report correspond with those  used  in
Securities  and  Exchange Commission Form  10-KSB  (and,  to  the
extent that it is incorporated into Form 10-KSB, the letters used
in  the  Commission's Regulation S-B) as effective  on  the  date
hereof,  which specifies the information required to be  included
in  Annual  Reports to the Commission.  The information contained
in  this Annual Report is, unless indicated to be given as  of  a
specified  date or for a specified period, given as of  September
25,  1997.   In  computing  the aggregate  market  value  of  the
Registrant's voting stock held by non-affiliates disclosed on the
cover page to this Annual Report, the following stockholders were
treated  as affiliates:  all executive officers and directors  of
the   Registrant;  any  person  owning  more  than  10%  of   the
Registrant's Common Stock.

                                
                             PART I

Item 1.   Business

           The  Registrant, which was organized in March 1981  by
Vincent J. Liuzza, Jr., Chairman of the Board and Chief Executive
Officer  of  the  Registrant, and other  members  of  the  Liuzza
family,  operates and franchises full-service restaurants serving
moderately  priced  Sonoran and Tex-Mex  Mexican  appetizers  and
entrees  and complementary alcoholic beverages.  The first  Cucos
restaurant opened in a suburb of New Orleans (Metairie)  in  June
1981.   At fiscal year end on June 29, 1997, 22 restaurants  were
operating  under  the Cucos name, 15 of which are  owned  by  the
Registrant  and  7  by franchisees.  There were twenty-one  total
restaurants in operation at the end of fiscal 1996.  In  October,
1997,  the  Company  anticipates  opening  a  new  restaurant  in
Meridian, Mississippi.

           The Registrant has continued its program of remodeling
of  all  company-owned  restaurants  and  increased  advertising.
During fiscal year ended June 29, 1997, this program resulted  in
an  increase  in  comparable sales per  comparable  company-owned
restaurant  of 0.8%.  Comparable guest counts decreased  by  0.4%
while  average  check  increased by $.09.  Average  company-owned
restaurant profit was 13.7%.  Management expects to continue  the
strategies  of  remodeling and television advertising  in  fiscal
1998.  Further, the Registrant anticipates adding  at  least  one
Registrant owned restaurant in 1998.

REGISTRANT-OWNED RESTAURANTS

           General.   Cucos Mexican Restaurants are full  service
restaurants  serving  fresh great tasting  Mexican  cuisine  that
offer only the best quality and taste.  It Tastes Better Our Way!
It  really  does, and there are lots of reasons  why.   Like  our
vegetables.  We use only the finest and freshest available,  such
as  Haas  avocados  for our made from scratch guacamole  that  we
prepare  fresh every day.  We only use fresh, lean  hand  trimmed
choice sirloin and absolutely fresh chicken.  Then there are  the
other shortcuts that we simply won't take.  For example, we  only
use  real  Monterey Jack and Cheddar cheeses and real dairy  sour
cream.   No  imitations.  No substitutions.  Just like it  should
be.   In  fact,  everything that comes  out  of  our  kitchen  is
meticulously  prepared  according to our own  very  secret,  very
special  recipes.  Some of our dishes take hours.   All  of  them
take  effort.  But we don't mind.  Because it tastes  better  our
way!

           We  serve a variety of traditional Mexican dishes  and
appetizers  such  as  our  sizzling  steak,  chicken,  or  shrimp
Fajitas,  Burritos,  Enchiladas, Tamales, and  Chimichangas.   We
also  serve several huge combination dinners.  We have  CucosLite
items  offering items with reduced fat, calories, and cholesterol
without sacrificing taste.  We have delicious Vegetarian items as
well  as  the biggest and best Burger in town.  Let's not  forget
our  famous award winning margaritas.  Cucos' margarita was voted
best Margarita in New Orleans three years in a row.  We were also
voted Best  Mexican  Restaurant in New Orleans by the  readers  of  New
Orleans Magazine.

           We offer a seasonal menu which changes quarterly.  Our
seasonal  menus feature such items as steak, crawfish enchiladas,
Creole Mex dishes, and our delicious Vegetarian Fajitas.

          Our restaurants are decorated with Mexican antiques and
furniture,  terra-cotta  tile  and hand  painted  large  colorful
murals  which are unique to each Cucos restaurant.   Our  Mexican
pottery, southwestern plants, colorful hand made Mexican  flowers
and  festive  lighting  add more Mexican touches  to  our  casual
restaurants.  During the past fiscal year, we have added colorful
new  Fiesta plateware and serving dishes as well as a new  Cucos'
cactus margarita glass.

          Food sales account for approximately 79% of revenues at
the fifteen Registrant-owned restaurants operated in fiscal 1997,
with  alcoholic  and  other beverages representing  approximately
21%.   Special Luncheon menu items range in price from  $3.99  to
$6.95.  The prices of the specialty and combination dinner  items
range  from  $5.95  to  $8.95.  The  per  person  average  check,
including  beverage, for fiscal 1997 was $9.84  and  the  average
dining time per table was approximately 45 minutes.

          Restaurant Management and Supervision.  Each restaurant
is   operated  in  accordance  with  uniform  standards  set   by
management  relating to the preparation and service of  food  and
drink,  appearance and conduct of employees, and  cleanliness  of
facilities.   Food and beverage products are periodically  tested
for  quality and uniformity of portions.  In accordance with  the
Registrant's  standards, each restaurant  is  run  by  a  general
manager,  assisted  by  two managers,  a  kitchen  supervisor,  a
service supervisor and a bar supervisor.  At least one manager is
on  duty  during  all  serving  periods.   Each  of  Registrant's
restaurant  general managers receives, in addition to  a  salary,
incentive  compensation calculated as a percentage of  sales  and
profits in excess of a predetermined base level.

           The Registrant's long-term expansion plans require  it
to  develop  additional trained general managers.  The Registrant
requires  candidates for general manager to  undergo  a  thorough
training program designed to familiarize them with all aspects of
the  Registrant's operations.  A candidate serves as an assistant
manager before becoming a general manager.  Persons selected  for
training as general managers normally have several years of  food
service experience.

           Expansion  Program.   During  fiscal  year  1998,  the
Registrant  will  consider acquisition  of  sites  as  they  come
available.  Management intends that the primary growth  in  sales
for  fiscal  1998 be accomplished by increasing comparable  sales
per restaurant through a continuation of existing advertising and
remodeling strategies augmented by the opening of one to two  new
Registrant-owned restaurants.

           The  Registrant is planning for expansion of the Cucos
system over the long-term.  In this connection, the Registrant is
currently  studying the population densities,  traffic  patterns,
income  levels,  competition and comparative cost structures  for
other  suitable sites.  While the Registrant will focus expansion
efforts on Registrant-owned stores, it also intends to expand  by
further franchising.  See "Franchised Restaurants" below.

          The ability of the Registrant or a franchisee to open a
new  restaurant will depend on locating satisfactory  sites,  the
availability  of  bank and lease financing at  acceptable  terms,
having  sufficient working capital, obtaining adequate  property,
casualty and liquor liability insurance coverages at a reasonable
cost, securing appropriate local government permits, licenses and
approvals,  and on the capacity of the Registrant or a franchisee
to  supervise  construction and to recruit and  train  management
personnel.   Such  factors may cause a delay in the  Registrant's
planned development schedule.

           The  Registrant believes that its development plan  of
controlled  growth will occur in the Southeastern United  States.
The  Registrant  expects in most cases to locate Registrant-owned
and franchised restaurants in high traffic, high growth areas  of
commercial  or  residential concentration, at  or  near  shopping
centers.   Registrant-owned and franchised restaurant sites  will
be  judged  by  the  Registrant's  executive  management  against
certain criteria as to population density, income levels,  amount
of competition, ingress/egress and traffic patterns.

           The  Registrant believes that there are  a  number  of
existing  restaurant facilities which have either closed  or  are
currently   operating  at  a  loss  or  at  marginal  levels   of
profitability.   The Registrant believes that a number  of  these
units  may  be suitable for conversion to a Cucos restaurant  and
can   be   leased  or  purchased  at  attractive   prices.    The
Registrant's  strategy  for  expansion  (with  respect  to   both
Registrant-owned  and  franchised  restaurants),  therefore,   is
primarily to locate units of this type rather than to follow  the
strategy of most specialty restaurant chains, which has  been  to
construct  new restaurant facilities on land owned or  leased  by
the  chain or to enter build-to-suit arrangements under which new
facilities  are  built to the specifications of  the  chain.   In
addition  to the economic benefits of the Registrant's  strategy,
such strategy may substantially reduce the delay between the site
selection  and the opening of a new restaurant and may allow  the
Registrant  to  gain  entry into densely-populated  suburban  and
urban  markets  in  which land is either not  available  for  the
construction   of   new  restaurants  or,   if   available,    is
prohibitively  expensive.   The Registrant's  expansion  strategy
may,  however, subject it to the same adverse factors that caused
the existing facility to operate marginally or unprofitably prior
to being converted to a Cucos restaurant.  The Registrant intends
to combat these adverse factors by providing food and service, in
renovated facilities, that will appeal to the available  customer
base.

           The  Registrant estimates that the initial  investment
that  will be required in leasing an existing restaurant facility
and  converting it for operation as a Registrant-owned restaurant
will  be  between  $550,000 and $740,000.   A  new  (rather  than
existing)  leased  facility  could involve  substantially  higher
costs for leasehold improvements.

           When a new Registrant-owned restaurant is opened,  the
Registrant temporarily transfers experienced personnel  from  one
or more of its existing restaurants to the new restaurant.  Prior
to  opening,  personnel  at  the new location  undergo  intensive
training, which includes several pre-opening events at which test
meals are served.

           The success of the Registrant's expansion program will
depend on, among other factors, capital availability, whether the
Registrant  is  able to attract and retain sufficient  qualified,
experienced   managers  and  assistant  managers,   and   whether
management  will  be  able  to ensure that  Registrant-owned  and
franchised restaurants operate in accordance with the Registrant's
standards.

            Purchasing.   Management  believes  that  centralized
purchasing  is  advantageous to the Registrant  in  that  it  has
allowed it to take advantage of certain volume discounts.   Fresh
produce, beverages and certain other items are purchased by  each
Registrant-owned   restaurant  from   local   wholesalers.    The
Registrant believes that satisfactory local sources of supply are
generally available for all of the other items it regularly  uses
in its restaurants.

           Insurance.  Insurance costs have risen considerably in
the  restaurant  business, especially for those restaurants  with
liquor  licenses.   The  Registrant  carries  fire  and  casualty
insurance  on  its  Registrant-owned  restaurants  and  liability
insurance in amounts which management feels is adequate  for  its
operations.

           Marketing.   The  Registrant advertises  primarily  by
television  advertising.   Its  advertising  promotes  the   name
"Cucos" and emphasizes quality dining in a festive atmosphere  at
moderate  prices.  Periodically, print and radio advertising  are
also used to advertise special events and promotions.

FRANCHISED RESTAURANTS

           At  the  present  time,  the  Registrant  is  offering
franchises on a selective basis.  No assurances can be  given  as
to  the  number of franchise development areas that will be  sold
during  the  fiscal  year 1998 or the impact of  development  fee
revenues  upon  the Registrant's profitability and cash  position
during fiscal year 1998.

           The  development  agreements  generally  obligate  the
developer  to  construct a specified number of Cucos  restaurants
within the licensed territory.  The restaurants may be either new
restaurants or conversions of existing restaurants, although  the
Registrant encourages franchisees to convert existing restaurants
whenever  possible (see "Expansion Program").  A  developer  must
open  new  Cucos restaurants within the development territory  in
accordance  with  the  schedule  set  forth  in  the  development
agreement.    If  a  developer  fails  to  open  restaurants   in
accordance with the schedule, generally the Registrant may notify
the  developer  that  it  is  in default  under  the  development
agreement  and may terminate the agreement 30 days thereafter  if
the default has not been cured.

           Generally, a development agreement expires three years
after  the  latest  date  set forth in the development  schedule.
During  the  first  year after completion of  the  schedule,  the
Registrant  is prohibited from either opening a Cucos  restaurant
or  granting  a franchise to someone other than the developer  to
establish  a Cucos restaurant within the licensed territory.   If
during  the  second  and third year after the completion  of  the
schedule,   the   Registrant  desires  to  establish   additional
restaurants within the licensed territory, the developer for that
area  has  a  right  of  first refusal to enter  into  additional
development   agreements   with  respect   to   such   additional
restaurants  so long as the developer is in compliance  with  the
then  existing development agreement.  If the developer exercises
its  right of first refusal, the developer is required to pay the
fees  for  each restaurant then being charged to new  developers.
Upon expiration of the development agreement, the Registrant  may
open  Registrant-owned  restaurants in  the  previously  licensed
territory or grant franchises to other persons to open additional
franchised restaurants in the previously licensed territory.

           Development agreements provide for the payment  of  an
initial  nonrefundable  development fee  by  the  developer  upon
execution of the agreement.  The development fee with respect  to
development agreements is generally $15,000 per restaurant up  to
five  restaurants  and  $10,000 per restaurant  thereafter.   The
Registrant  anticipates that the amount of  the  development  fee
with  respect to future development agreements will be based upon
the  size  and  nature  of the area covered  by  the  development
agreement.

           Prior to the acquisition of a site for a restaurant in
the   licensed  territory,  the  developer  must  submit  to  the
Registrant  certain information concerning the site  and  certain
market information.  Upon the Registrant's approval of the  site,
the  developer is required to enter into a license agreement with
the  Registrant  with respect to the restaurant to  be  developed
under the development agreement.

          The license agreements generally have terms of 20 years
from  the  date  of  their execution.  However,  if  the  license
agreement pertains to a franchised restaurant that is leased, the
license  agreement terminates upon the earlier of 20  years  from
the  commencement  date of the lease or upon the  termination  or
expiration of the primary term of the lease, plus any options  to
renew the lease.

           Generally  franchisees  are required  to  pay  to  the
Registrant  under the license agreement a continuing royalty  fee
equal  to  4% of gross revenues at the restaurant.  In  addition,
franchisees are required to pay a continuing monthly contribution
to  an  advertising materials fund equal to .5% of gross revenues
at  the  restaurant  and  if a national  advertising  fund  or  a
regional  advertising fund applicable to the franchisee's  region
is  established by the Registrant (the Registrant has not done so
to  date),  the  franchisees  must also  pay  to  the  Registrant
continuing monthly contributions, for use by such funds, equal to
amounts  not  to  exceed  1%  and 2% of  gross  revenues  of  the
restaurant,  respectively, for the national  media  fund  or  the
regional  advertising  fund  in  the  franchisee's  region.   The
Registrant has not established a national or regional advertising
fund  and  accordingly  has not required contributions  for  such
funds.

           The  license  agreement provides that the  franchisees
will   comply   strictly   with   the   Registrant's   standards,
specifications,    processes,   procedures,   requirements    and
instructions   regarding  the  operation  of   the   franchisee's
restaurant.   The  Registrant  is obligated  to  provide  initial
training programs for franchisees and to provide personnel for on-
site  assistance  in  opening  each franchised  restaurant.   The
Registrant has the right to approve the person designated by  the
franchisee  to have overall supervisory authority over franchised
restaurant  operations or, if no such overall operations  manager
is designated, to approve each restaurant general manager.

           Franchisees  purchase  food  products  and  restaurant
supplies   conforming   to   Registrant's   specifications   from
independent  suppliers.  Alternate sources  of  these  items  are
generally  readily available.  The Registrant may sell equipment,
food  or supplies to franchisees upon request, but otherwise does
not  intend to do so.  The Registrant continues to sell  a  small
amount  of  proprietary  advertising materials  and  confidential
recipe  spice  packs to franchisees.  The Registrant  anticipates
continuing these sales.

EMPLOYEES

           At  June  29,  1997, the Registrant-owned  restaurants
employed  approximately 837 part-time and full-time  persons,  of
which  53  were managers and assistant managers, all of whom  are
full-time.   In  addition,  21  persons  were  employed  at   the
Registrant's  executive  office.   The  Registrant  endeavors  to
control  its employee turnover rate by offering to all  full-time
restaurant  employees  certain  paid  benefits,  including   life
insurance,   health  insurance  and  vacation.    None   of   the
Registrant's  employees are represented by a  labor  union.   The
Registrant  has  experienced no work  stoppages  attributable  to
labor  disputes  and  considers  its  employee  relations  to  be
satisfactory.

COMPETITION

           The  restaurant business is highly competitive and  is
often  affected by changes in taste and eating habits,  by  local
and  national economic conditions affecting spending habits,  and
by population and traffic patterns.  The Registrant believes that
the quality and price of food products are the principal means of
competition  in the restaurant industry.  Also of importance  are
site  locations,  quality  and  speed  of  service,  cleanliness,
advertising and attractiveness of facilities.

           The  Registrant presently competes directly with  Casa
Garcia,   El  Patio,  Jalapeno's  and  Chili's  at  its  Metairie
locations;  with Dos Gringo's at its Westbank location;  with  El
Chico at its Alexandria and Monroe locations; with Vera Cruz  and
Vaquero's  at  its  New Orleans location; and  with  Chili's  and
several  independent Mexican restaurants at its other  locations.
Each  location  also competes with numerous restaurants  offering
other types of moderately-priced foods and beverages, as well  as
Mexican  appetizers and entrees.  Many of these  restaurants  are
nationally  or  regionally-known chain operations  which  operate
more restaurants and have greater financial resources and greater
name recognition than the Registrant.

           In  addition,  gaming operations often offer  food  at
discounted  or  below cost prices which provide a  new  level  of
indirect   competition   in   the  Registrant's   Louisiana   and
Mississippi markets.

GOVERNMENT REGULATION

           The Registrant's franchise operations are subject to a
variety  of laws regulating the marketing of franchises.  Federal
Trade    Commission   regulations   impose   certain   disclosure
requirements  on  persons  engaged in the  business  of  offering
franchises.   States  in which the Registrant  offers  franchises
also may have franchising laws that require registration prior to
the  offering  of  franchises for sale in those  states  or  that
afford  franchisees  substantive rights, including  limiting  the
circumstances under which franchises may be terminated.

           The  Registrant  is also subject  to  the  Fair  Labor
Standards  Act,  which  governs such matters  as  minimum  wages,
overtime, and other working conditions.  Many of the Registrant's
food  service personnel are paid at rates related to the  minimum
wage and, accordingly, increases in the minimum wage increase the
Registrant's labor costs.

           Each  of  the Registrant's restaurants is  subject  to
licensing and regulation by state liquor control boards  and  the
state  police in Louisiana (with respect to video poker), and  by
municipal   health,  sanitation,  safety  and   fire   department
agencies.   The  Registrant expects that liquor sales  and  video
poker  revenues  will account for a significant  portion  of  the
Registrant's revenues.  During 1997 liquor sales and video  poker
revenues  accounted for about 20.5% and 2.6% of food and beverage
revenues, respectively.

           During  fiscal 1996, the State of Louisiana  passed  a
local  option ordinance on all forms of gambling including  video
poker.   In  November,  1996, all parishes  in  the  state  voted
whether  to  retain  video  poker and other  forms  of  gambling.
Voters in four parishes in which the Registrant operates voted to
end  video poker and other forms of gambling.  The ban  on  video
poker  at  these locations will be effective in fiscal 2000.   In
1997  the Company recorded video poker revenues of 1.5% of  sales
of  food  and  beverages  at  these  locations.  Legislation  was
considered in the current session of the Louisiana Legislature to
further  restrict video poker activities.  This  legislation  was
defeated  in  this session; however, future legislative  sessions
may   consider  legislation  that  might  adversely  impact   the
Company's remaining video poker activities.

           The  loss of an existing liquor license or video poker
license  or  the  inability to obtain a  liquor  or  video  poker
license   at   a  new  restaurant  would  adversely  affect   the
Registrant's operations at that restaurant.

           The  Registrant is also subject to the  provisions  of
Americans  with Disabilities Act.  The Registrant  has  remodeled
its restaurants to meet these requirements where necessary.

MISCELLANEOUS

           Customers.   No  material  part  of  the  Registrant's
business  is  dependent upon a single customer,  or  a  very  few
customers,  the  loss of any one of which would have  a  material
adverse  effect  on the Registrant.  No single customer  accounts
for as much as 10% of the Registrant's total revenues.

           Seasonality.  The Registrant's results are impacted by
seasonality.   Usually the highest sales periods  occur  in  late
Spring  and Summer, with sales declining in the Fall and  Winter.
This  is  especially  true for the Gulf Coast  restaurants  where
sales are more dependent on tourism.

           Service Marks and Trademarks.  The Registrant  is  the
owner of United States Service Mark Registrations Nos. 1,509,612,
dated  October  18,  1988, for the mark  CUCOS;  1,733,801  dated
November 17, 1992, for the mark CUCOS BORDER CAFE and DESIGN; and
1,941,214,  dated December 12, 1995, for the mark  CUCOS  MEXICAN
CAFE & DESIGN.  The Registrant is also the owner of United States
Trademark  Registrations Nos. 1,405,169, dated August  12,  1986,
for   the  mark  FRESH-ITAS  (Cucos'  version  of  fajitas)   and
1,465,729, dated November 17, 1987, for the mark FRESH-ITA NACHOS
(Cucos'  version of fajita nachos).  The Registrant is  also  the
owner  of  United States Service Mark Registration No. 1,996,748,
dated  August  27, 1996, for the mark THE TASTE TO MAKE  YOU  SAY
OLE`  and  United States Service Mark Registration No. 2,019,308,
issued November 27, 1996, for the mark IT TASTES BETTER OUR  WAY.
Those registrations which issued prior to November 16, 1989, have
an  effective  term  of 20 years and those  issued  on  or  after
November  16,  1989, have an effective term of 10  years,  unless
sooner  terminated by law, and all may be renewed for  successive
terms  so long as the marks continue to be used by Registrant  in
interstate  commerce for the specified services  or  goods.   The
Registrant also owns a service mark registration as issued by the
State  of  Louisiana,  dated  July 14,  1987;  a  Virginia  State
Registration,  issued March 8, 1988; a Texas  State  Registration
No.   48214,   issued  February  25,  1988;  a  Tennessee   State
Registration,  issued July 2, 1987; a Florida State  Registration
No.  707,637,  dated July 17, 1987; an Alabama State Registration
No.   103,383,   issued  July  14,  1987;  a  Mississippi   State
Registration  No.  1,509,612, issued on July  27,  1987;  and  an
Arkansas  State Registration No. 181-87, issued on July 8,  1986.
for  the name CU-CO's.  This registration is effective for a term
of  10  years  and may be renewed for successive terms.   All  of
these  registrations  are  valid and  subsisting.   In  addition,
Registrant is the owner of Copyright Registrations for its  Cucos
Power Manual and Video, dated November 4, 1988.

Item 2.   Properties.

           The  following  table summarizes  certain  information
concerning  Registrant-owned restaurants  located  in  facilities
that are leased from others as of September 25, 1997.
<TABLE>
<CAPTION>
                                                                                          Lease
                                           Size           Dining          Lease         Option(s)
Location           Opened/Acquired       (Sq. Ft.)       Capacity        Expires         Through
New Orleans -                                                                                
<S>                <S>                    <C>             <C>             <C>             <C>              <S>
 Metairie          June 1981               5138            136            2007             None
Biloxi, MS         April 1982              5600            159            1997             2032
New Orleans -                                                                                
 Westbank          September 1983          4800            147            1998*            2010
Monroe, LA         June 1984               4476            146            1999             2019
Slidell, LA        November 1984           5300            139            2008             2018
Alexandria, LA     March 1985              5125            143            2000             2015
New Orleans -                                                                                
 Uptown            November 1985           4539            120            2000             2015
Pascagoula, MS     December 1989           5160            130            2011             2021
Hammond, LA        July 1990               6062            130            2001             None
Birmingham, AL     March 1992              4560            150            2006             2012
Houma, LA          September 1992          6000            148            2007             2017
Birmingham, AL     February 1993           5000            160            2006             2026
Montgomery, AL     February 1993           5100            170            2002             2012
Ruston, LA         February 1996           5476            162            2003             2026
Meridian, MS       October 1997            5374            221            2007             2017
</TABLE>
*   Registrant  plans  to  exercise its  renewal  option  for  an
additional three years.

          The New Orleans-Westbank location, the Slidell location
and  the second Birmingham and Montgomery, Alabama, locations are
in strip shopping centers.  The Hammond, first Birmingham, Houma,
and  Meridian  locations  are in shopping  malls.   Seven  leased
locations  are  free-standing buildings.  The  restaurant  leases
require  the  Registrant to pay real estate taxes, insurance  and
utilities,  and  to bear repair, maintenance and  other  expenses
normally  borne  by  the lessee under a triple  net  lease.   The
Company owns the land and building of its Pensacola restaurant.

          In addition to the leases above, the company has leases
on  four  restaurant properties that are no longer  used  in  its
operations.   The  properties  have  been  subleased   to   other
companies.

Location                    Lease Expires           Sublease Expires
                                                            
Columbus, GA                    2004                      2004
Cutler Ridge, FL                2005                      2005
Macon, GA                       2011                      2011
Tallahassee                     1998                      1998

Item 3.   Legal Proceedings.

           On  April  11,  1990, a franchisee filed  a  complaint
against  the  Registrant  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 six years except for a discovery request
filed  in  January,  1997,  which  avoided  a  dismissal  of  the
litigation  for  non-prosecution.  The  Registrant  believes  the
claims are without merit and the likelihood of a loss is remote.

Item 4.   Submission of Matters to a Vote of Security Holders.

          No matters were submitted to a vote of the Registrant's
security   holders,  through  the  solicitation  of  proxies   or
otherwise, during the fourth quarter of the Fiscal Year.
                                
                             PART II

Item 5.   Market for the Registrant's Common Stock and Related
          Shareholder Matters.

                     Cucos Inc. - Stock Data

     The Company's common stock is traded on The NASDAQ Small-Cap
Market under the symbol CUCO. The following table sets forth  the
range  of  the high and low bid and ask prices for  each  of  the
quarters indicated for fiscal 1997 and fiscal 1996.
 
Fiscal 1996                         High Bid-Ask                Low Bid-Ask
1st Quarter ended 10/22/95           1 1/2-1 5/8                  1-1 3/8
2nd Quarter ended 1/14/96            1 3/4-1 3/4                1 1/8-1 3/8
3rd Quarter ended 4/7/96             1 1/2-1 1/2                1 1/8-1 1/8
4th Quarter ended 6/30/96            1 5/8-1 5/8                1 1/8-1 1/8

Fiscal 1997                         High Bid-Ask               Low Bid-Ask
1st Quarter ended 10/19/96           1 3/8-1 5/8               1 1/4-1 1/4
2nd Quarter ended 1/11/97            1 1/2-1 5/8               1 1/8-1 1/4
3rd Quarter ended 4/5/97             1 3/8-1 5/8               1 1/4-1 5/16
4th Quarter ended 6/29/97            1 3/8-1 1/2               1 3/16-1 1/4
 
      On  September 17, 1997, the closing bid and ask prices  for
Cucos common stock were 1 3/8 bid and 1 3/8 ask.
       The  foregoing  quotations  reflect  inter-dealer  prices,
without  retail  markup,  mark-down or  commission  and  may  not
necessarily represent actual transactions.
     Since becoming a public company, Cucos Inc. has paid no cash
dividends  and has no present intention of paying dividends,  but
rather will retain its earnings to provide funds for expansion of
its business and other corporate purposes.
      Approximate  number  of shareholders (including  beneficial
shareholders  through nominee registration) as  of  September  9,
1997: 1,082
Market  makers:  Herzog, Heine, Geduld,  Inc.,  Legg  Mason  Wood
Walker Inc., Paragon Capital Corp. and Morgan, Keegan & Company.

Item 6.   Management's Discussion and Analysis or Plan of
Operation.

1997 Compared to 1996

      Sales  of  Food and Beverages declined $179,000  (0.8%)  to
$21,464,000  from $21,643,000.  This decrease was  primarily  the
result of the loss of sales from closing one restaurant offset by
an increase in sales from opening a restaurant (a net decrease of
$260,000).   This  decrease was, also,  partially  offset  by  an
overall increase of $80,000 in the sales in the other restaurants
caused  by a small decrease in average guest counts offset  by  a
small increase in average check.
      Cost  of sales increased $79,000 (1.4%) to $5,737,000  from
$5,658,000.  This increase is primarily the result of the general
impact of inflation.
      Restaurant Labor and Benefits decreased $87,000  (1.2%)  to
$6,905,000  from  $6,991,000.  This  decrease  is  primarily  the
result of closing one restaurant offset by having a full year  of
operations  of a new restaurant (a net decrease of $113,000)  and
better  management of restaurant staffing requirements which  was
partly offset by the minimum wage increase ($70,000).
       Other  Operating  Expenses  declined  from  $3,960,000  to
$3,751,000  or  a decrease of $209,000 (5.3%).  The  decrease  in
these costs resulted from closing one restaurant during the  year
and  having  a  full  year of operations of a new  restaurant  (a
decrease of $126,000) and a decline in advertising and promotions
of $80,000.
      Occupancy  Expense increased $51,000 (2.4%) from $2,149,000
to  $2,200,000.   This  increase resulted  from  an  increase  in
depreciation and amortization ($76,000) arising from the  opening
of  a  new  restaurant and equipment upgrades  in  several  other
restaurants, and a decrease in rent expense ($21,000).
      Preopening  Costs  increased to $97,000  from  $29,000,  an
increase  of $68,000 resulting from a new restaurant  being  open
for four quarters in 1997 compared to one quarter in 1996.
       Royalties  and  Franchise  Revenues  increased  $3,000  to
$165,000  in 1997 from $162,000 in 1996.  This was the result  of
an  increase  in licensing fees in 1997 of $25,000  offset  by  a
decline  in  royalties of $22,000.  Franchise expenses  increased
$43,000  to  $95,000  in 1997 from $52,000  in  1996.   This  was
primarily  due  to $49,000 of expenses incurred  related  to  the
opening of one franchise restaurant in 1997.
      Commissary  and Other Income decreased $46,000 to  $190,000
from  $236,000 which was the result of an overall general decline
in various small income items.
       Operations   Expense  decreased  $161,000   (12.5%)   from
$1,288,000  to  $1,127,000.  This decrease  was  a  result  of  a
decrease  in bad debt expense ($66,000), a reduction in the  loss
related  to restaurant subleases ($114,000) offset by an increase
in  training  expenses ($28,000) resulting  from  one  additional
employee in that area.
      Corporate  Expenses decreased $23,000 (1.5%) to  $1,461,000
from $1,484,000.  This was primarily the result of a reduction in
insurance costs ($22,000).
      Operating income before losses related to closed units  and
asset  impairment was $467,000 in 1997 compared  to  $430,000  in
1996.   This  increase  was  the  result  of  the  reductions  in
operations and corporate expenses explained above which more than
offset the decline in revenue discussed previously.
      Losses related to closed units and asset impairment reflect
management's decision to dispose of equipment used in restaurants
that  were closed and is currently not in use and a reduction  in
amounts  to be recovered from subleases.  (See Notes D and  L  to
the audited financial statements.)
      Interest  Expense  increased slightly as  a  result  of  an
increase in overall interest rates offset by a reduction in long-
term debt.
      Net  income  for  1996  was restated to  increase  interest
expense  and to decrease net income by $32,000 related to imputed
interest on the convertible debenture.

Liquidity and Capital Resources

      Working  capital needs have been and will  continue  to  be
financed   from  operations  and  short  term  bank   borrowings.
Restaurant expansion and remodeling has been and will continue to
be  funded  from  long term debt, lessor allowances  and  leases.
Because  of  the  timing of securing long term debt  and  leases,
restaurant  expansion  and remodeling may be  temporarily  funded
from operations.
      Net  cash  provided by operations was $881,000 in  1997,  a
decrease  of  $15,000  from 1996.  Net  cash  used  in  investing
activities was $525,000 in 1997 compared to $595,000 in 1996,  or
a  decline  of  $70,000 and primarily included  the  purchase  of
property  and  equipment.  Net cash used in financing  activities
was   $661,000  in  1997  and  included  principal  payments   on
borrowings  which were partially offset by additional  long  term
and short term borrowings.
      The Company's line of credit provides $150,000 which may be
used  for  working capital needs as well as restaurant  expansion
and  remodeling.  The line of credit bears interest at  2.0%  per
annum  above the New York Prime Rate and had $150,000 outstanding
at June 29, 1997.
      The  Company  is  currently constructing  a  restaurant  in
Meridian, Mississippi, which is expected to open in October 1997,
and  will  cost  approximately $725,000.  It is anticipated  that
this  restaurant  will be financed with a combination  of  lessor
allowances,  leases and long-term debt.  The Company  anticipates
opening an additional restaurant in early 1998 and remodeling  at
least  one existing restaurant and expects to finance these costs
in a similar manner.
      The Company has provided a valuation allowance for deferred
tax  assets of $1,372,000 related primarily to net operating loss
carry-forwards  which may not be realized through future  taxable
income  and  the  future reversals of existing taxable  temporary
differences.  Uncertainties that affect the ultimate  realization
of  deferred tax assets include the risk of incurring  additional
operating losses in the future.  The risk has been considered  in
determining the need for a valuation allowance.  Management  will
continue to assess the adequacy of the valuation allowance  on  a
quarterly basis in fiscal 1998.

Impact of Inflation and Changing Prices

      Inflation  in food, labor, construction costs and  interest
rates  can affect the CompanyOs operations. Many of the CompanyOs
employees  are  paid hourly rates related to  the  minimum  wage.
Legislation  was  signed  increasing the  minimum  wage  $.50  on
October 1, 1996, and an additional $.40 on September 1, 1997  for
non-tipped  employees.  Management  expects  to  institute  sales
building and cost savings actions to partially offset the  effect
of  this  increase.  Management estimates that the first increase
resulted in $70,000 of additional expense in 1997.
      Management  reviews its pricing regularly to ensure  it  is
priced  competitively, that it offers outstanding  value  to  its
customers,  and that margins are maintained. Inflation  can  also
affect food costs, rent, taxes, maintenance, and insurance costs.
The  Company has offset many of these increases through increased
purchasing efficiencies.

Seasonality

      The  Company's results are affected by seasonality. Usually
the  highest sales periods occur in late Spring and Summer,  with
sales  declining in the Fall and Winter. This is especially  true
for the Gulf Coast restaurants where sales are more dependent  on
tourism.

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.

Item 7.   Financial Statements.

                   Balance Sheet - Cucos Inc.

                          June 29, 1997

Assets                                                                        
Current Assets                                                                
  Cash and Cash Equivalents                                          $ 476,000
  Receivables:                                                                
     Trade                                                             378,000
     Due from Affiliates                                               323,000
     Less Allowance for Doubtful Accounts                               97,000
                                                                       604,000
  Inventories                                                          254,000
  Prepaid Expenses, Deferred Taxes and Other Current Assets            468,000
     TOTAL CURRENT ASSETS                                            1,802,000
                                                                              
Deferred Taxes and Noncurrent Assets                                   309,000
                                                                              
Property, Equipment and Other                                                 
  Land                                                                 327,000
  Property and Equipment                                             3,483,000
  Building and Leasehold Improvements                                5,256,000
  Reacquired Franchise Rights                                          529,000
                                                                     9,595,000
  Less Accumulated Depreciation and Amortization                     3,922,000
                                                                     5,673,000
                                                                                
Investment in LaMexiCo, L.L.C.                                         253,000
Assets Held for Sale                                                   102,000
Deferred Costs, Less Accumulated Amortization of $23,000               110,000
                                                                    $8,249,000
Liabilities and Shareholders' Equity                                          
                                                                              
Current Liabilities                                                           
  Short-Term Debt Payable to Banks                                    $150,000
  Trade Accounts Payable                                             1,555,000
  Accrued Expenses and Other                                           484,000
  Accrued Payroll                                                      203,000
  Current Portion of Long-Term Debt                                    983,000
     TOTAL CURRENT LIABILITIES                                       3,375,000
                                                                              
Long-Term Debt, Less Current Portion                                 2,230,000
Convertible Debenture - Non-Interest Bearing                           404,000
Deferred Revenue and Other                                             293,000
                                                                              
Shareholders' Equity                                                          
  Preferred Stock, No Par Value-1,000,000                                     
     Shares Authorized, None Issued or Outstanding                           -
  Common Stock, No Par Value - 20,000,000 Shares                              
     Authorized, 2,113,747 Shares Issued and Outstanding             4,746,000
  Additional Paid-in Capital                                           228,000
  Retained Earnings (Deficit)                                       (3,027,000)
     TOTAL SHAREHOLDERS' EQUITY                                      1,947,000
                                                                    $8,249,000

See notes to financial statements.
<TABLE>
<CAPTION>
              Statements of Operations - Cucos Inc.
                                
                                                                                         Fiscal Year Ended
                                                                           June 29, 1997                 June 30, 1996
                                                                                                                      
Restaurant Operations                                                                                                 
<S>                                                                  <C>                           <C>
  Sales of Food and Beverages                                         $21,464,000                   $21,643,000
  Restaurant Expenses:                                                                                         
     Cost of Sales                                                      5,737,000                     5,658,000
     Restaurant Labor and Benefits                                      6,905,000                     6,991,000
     Other Operating Expenses                                           3,751,000                     3,960,000
     Occupancy Costs                                                    2,200,000                     2,149,000
     Preopening Costs                                                      97,000                        29,000
       Total Restaurant Expenses                                       18,690,000                    18,787,000
Income From Restaurant Operations                                       2,774,000                     2,856,000
                                                                                                               
Royalties and Franchise Revenues, net of                                                                       
     expenses of $95,000 and $52,000                                       70,000                       110,000
Commissary and Other Income                                               190,000                       236,000
                                                                        3,034,000                     3,202,000
                                                                                                               
Operations Expenses                                                     1,106,000                     1,288,000
Corporate Expenses                                                      1,461,000                     1,484,000
Losses Related to Closed Units and Asset Impairment                       460,000                             -
Operating Income                                                            7,000                       430,000
Interest Expense                                                          453,000                       447,000
Loss Before Income Taxes                                                 (446,000)                      (17,000)
Income Taxes                                                                    -                             -
Net Loss                                                                $(446,000)                   $  (17,000)
                                                                                                               
Weighted Average Number of Common Shares and Common Share                                                        
Equivalents Outstanding                                                 2,114,000                     2,114,000
                                                                                                               
Net Loss Per Share                                                       ($.21)                        ($.01)
                                                                                                                      
</TABLE>
See notes to financial statements.
<TABLE>
<CAPTION>
              Statements of Cash Flows - Cucos Inc.
                                
                                                                  Fiscal Year Ended
                                                             June 29, 1997    June 30, 1996
Operating Activities                                                                       
                                                                                           
<S>                                                            <C>               <C>
Net Loss                                                        ($446,000)        ($17,000)
  Adjustments to Reconcile Net Loss to Net                                                 
     Cash Provided by Operating Activities:
       Depreciation and Amortization                             1,053,000          885,000
       Increase (Decrease) in Deferred Revenue                    (30,000)           51,000
       Loss on Sale of Assets and Other                                  -           24,000
       Asset Impairment and Rent Reserve                           460,000           89,000
       Losses Related to Closed Units                                    -        (218,000)
       Accretion of Discount on Convertible Debenture               32,000           32,000
       Equity in Earnings of Equity Investee,                                              
          Net of Distributions of $17,000 and $20,000              (8,000)            4,000
       Change in Operating Assets and Liabilities:                                         
          Receivables                                             (54,000)          102,000
          Inventories                                             (10,000)         (25,000)
          Prepaids and Other                                     (119,000)         (37,000)
          Deferred Costs                                          (16,000)        (125,000)
          Accounts Payable                                          78,000            8,000
          Accrued Expenses                                        (61,000)          108,000
          Accrued Payroll                                            2,000           15,000
  NET CASH PROVIDED BY OPERATING ACTIVITIES                        881,000          896,000
                                                                                           
Investing Activities                                                                       
                                                                                           
  Purchases of Property and Equipment                            (525,000)        (595,000)
  Proceeds From Sale of Assets                                           -            4,000
  NET CASH USED IN INVESTING ACTIVITIES                          (525,000)        (591,000)
                                                                                           
Financing Activities                                                                       
                                                                                           
  Change in Short-Term Debt Payable to Banks                        57,000        (221,000)
  Proceeds From Long-Term Borrowings                               452,000          553,000
  Proceeds From Convertible Debt                                         -          500,000
  Principal Payments on Borrowings                             (1,170,000)        (874,000)
  Debt Issuance Costs                                                    -         (49,000)
  NET CASH USED IN FINANCING ACTIVITIES                          (661,000)         (91,000)
  INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS               (305,000)          214,000
Cash and Cash Equivalents at Beginning of Year                     781,000          567,000
  CASH AND CASH EQUIVALENTS AT END OF YEAR                        $476,000         $781,000
                                                                                           
Non Cash Financing and Investing Activities                                                
  Equipment Financed by Capital Leases                             $29,000         $598,000
</TABLE>

See notes to financial statements.

               Statements of Shareholders' Equity
<TABLE>
<CAPTION>
                                
         Statements of Shareholders' Equity - Cucos Inc.



                                                            Additional Paid-In   Retained Earnings                
                                              Common Stock             Capital           (Deficit)           Total
                                                                                                                  
<S>                                            <C>                    <C>            <C>               <C>
Balance as of July 2, 1995                      $4,746,000             $68,000        $(2,564,000)      $2,250,000
     Net for the year                                    -                   -            (17,000)         (17,000)
     Issuance of convertible debenture -                                                                               
     non-interest bearing                                -             160,000                   -         160,000
Balance as of June 30, 1996                      4,746,000             228,000         (2,581,000)       2,393,000
     Net for the year                                    -                   -           (446,000)        (446,000)
Balance as of June 29, 1997                     $4,746,000            $228,000        ($3,027,000)      $1,947,000

</TABLE>
                           Cucos Inc.
                          June 29, 1997

                  Notes to Financial Statements
                                
                                
Note A - Significant Accounting Policies

      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.  1997  and
1996 were fifty-two week years.
      Industry:  The  Company  is  a full-service  casual  dining
restaurant   chain  offering  Mexican  appetizers,  entrees   and
complementing  beverages. At June 29, 1997, the Company  operated
fifteen restaurants and franchised seven restaurants.
       Use   of  Estimates:  The  preparation  of  the  financial
statements  in  conformity  with  generally  accepted  accounting
principles  requires management to make estimates and assumptions
that affect the amounts reported in the financial statements  and
accompanying  notes.  Actual  results  could  differ  from  those
estimates.
      Cash and Cash Equivalents: The Company considers all highly
liquid  investments purchased with an original maturity of  three
months or less to be cash equivalents.
      Inventories: Inventories, consisting primarily of food  and
beverages,  are stated at the lower of cost (first-in,  first-out
method) or market.
      Property,  Equipment,  and Other: Property,  Equipment  and
Other   is  stated  on  the  basis  of  cost.  Depreciation   and
amortization  are computed by the straight-line method  over  the
assetsO  useful lives or their lease terms, whichever is shorter.
Amortization of assets recorded under capital leases is  included
in  depreciation  expense.  The useful lives of  equipment  range
from  3-10 years; the useful lives of leasehold improvements  are
generally  15 years, and the useful lives of reacquired franchise
rights,  which  represents  the  costs  to  reacquire  franchised
restaurants  in  excess of the tangible assets acquired,  are  15
years.
       Deferred  Costs:  Deferred  site  costs  incurred  in  the
selection   of  sites  for  new  company-owned  restaurants   are
capitalized and amortized on a straight-line basis over a 10-year
period;  costs incurred in the selection of sites for  franchised
restaurants  are  accumulated  and  expensed  when  the   related
franchise  revenue  is  recognized.  If  a  potential   site   is
abandoned, the deferred costs related to that site are charged to
current  operations. Other deferred costs, primarily  trademarks,
are  amortized  on a straight-line basis over 20 years.  Deferred
issuance  costs  are amortized over the life of  the  convertible
debenture (20 years).
       Advertising  Costs:  Advertising  costs  are  expensed  as
incurred.   Advertising expense was $954,000  and  $1,018,000  in
1997 and 1996, respectively.
      Franchise  Fees and Royalties: The Company sells  exclusive
rights  to  develop Cucos restaurants for designated territories,
as  well  as individual franchises for each restaurant. The  area
development   agreements  call  for  a  nonrefundable   fee   for
territorial  exclusivity and for other development  opportunities
lost  or  deferred  as a result of the rights granted  under  the
agreement.   Franchise  development  fee   revenue   from   these
agreements  is deferred and recognized as income on  a  pro  rata
basis as restaurants are developed in the designated territory or
when  the  developer forfeits the development  rights  under  the
agreement.  Franchise fee revenue from the individual restaurants
is  recognized as income when all obligations of the Company  are
substantially   fulfilled,  which  occurs  when   the   franchise
restaurant  begins operations. Royalty income  is  based  upon  a
percentage  of  franchise  sales and recognized  as  income  when
earned. Royalties and other receivables are often collaterized by
personal  guarantees  and  sometimes  equipment  owned   by   the
franchisee.
      Investment  in LaMexiCo, L.L.C.:  The Company accounts  for
its  investment  using  the  equity method  of  accounting.   The
difference between the carrying amount of the investment and  the
amount of the underlying equity in the net assets of the investee
is being amortized over the term of the franchise agreement.
      Income  Taxes: The Company accounts for income taxes  using
the  liability method. Under this method deferred tax assets  and
liabilities are determined based on differences between financial
reporting  and  tax  bases  of assets and  liabilities,  and  are
measured  using the enacted tax rates and laws that  will  be  in
effect when the differences are expected to reverse.
      Impairment of Long-Lived Assets:  The Company reviews long-
lived  assets to be held and used in the business for  impairment
whenever  events  or changes in circumstances indicate  that  the
carrying  amount  of an asset or a group of  assets  may  not  be
recoverable.  The Company considers a history of operating losses
to  be its primary indicator of potential impairment.  Assets are
evaluated for impairment at the operating unit level.   An  asset
is  deemed  to  be impaired if a forecast of undiscounted  future
operating  cash  flows directly related to the  asset,  including
disposal value if any, is less than its carrying amount.   If  an
asset  is determined to be impaired, the loss is measured as  the
amount by which the carrying amount of the asset exceeds its fair
value.  The Company generally estimates fair value by discounting
estimated  future cash flows.  Considerable judgment is necessary
to  estimate cash flows.  Accordingly, it is reasonably  possible
that actual results could vary significantly from such estimates.
     Stock-Based Compensation: The Company accounts for its stock
compensation  arrangements  under  the  provision  of  Accounting
Principles Board (OAPBO) No. 25, OAccounting for Stock Issued  to
EmployeesO.
     Reclassifications: Certain balances in the prior fiscal year
have  been reclassified to conform with the presentation  in  the
current fiscal year.

Note B - Debt

                                                           June 29, 1997
Notes payable to banks and finance companies:                              
     Fixed interest rates from 6.5% to 17.6%                 $1,349,000
     Variable interest rates from prime to prime      
          plus 1.5%                                             724,000
Capital lease obligations with fixed interest rates 
     of 10.0% to 16.5%                                          445,000
Other:                                                                      
     Fixed interest rates of 4.3% to 17.6%                      570,000
     Variable interest rates at prime plus 1.5%                 125,000
                                                              3,213,000
Less current portion                                            983,000
                                                             $2,230,000

       The   Company's  debt  is  collateralized  by   restaurant
equipment,  land, building and leasehold improvements  and  other
assets   with  a  carrying  value  of  approximately  $4,424,000.
Included in other notes payable is an unsecured demand advance by
two officers of $31,000 of which $10,000 bears interest at 10%.
      Maturities  of  long-term debt for each of  the  next  five
fiscal  years are $983,000 in 1998; $1,209,000 in 1999;  $589,000
in  2000; $274,000 in 2001; and $66,000 in 2002. Interest expense
approximates interest paid for each of the last two fiscal years.
At June 29, 1997, the prime rate was approximately 8.5%.
      The  Company  has  a line-of-credit agreement  under  which
$150,000 can be borrowed at June 29, 1997. There were no  amounts
available under that agreement as of that date. Borrowings  under
this agreement are unsecured and mature in October 1997.
      The  weighted  average  interest  cost  on  the  short-term
borrowings  at June 29, 1997, was 10.25% and the overall  average
interest rate on long term debt was 12.1%.
       Certain  credit  and  long-term  debt  agreements  contain
covenants  which  include provisions for the maintenance  of  net
worth  and various ratios. At June 29, 1997, the Company  was  in
compliance with all such covenants.
      The  Company has issued $500,000 of zero-coupon convertible
unregistered  debentures.  At the time of issue the  majority  of
these  debentures  were issued to non-related  parties.   All  of
these debentures are now held by related parties.  The debentures
which  are  due  July  28, 2015, do not  bear  interest  and  are
convertible  into 527,983 shares of the CompanyOs  common  stock.
The  debentures  are convertible beginning in July  2000,  except
under  certain  conditions, primarily relating  to  the  sale  or
change  of  control of the Company. The conversion price  of  the
debentures, $0.947 per share, was below the market price  of  the
Company's  common  stock at the date of  issue.   In  the  fourth
quarter  of 1997 the Company allocated $160,000 of the  debenture
proceeds  to  the intrinsic value of the conversion feature,  and
this  amount was credited to paid-in capital.  The 1996 financial
statements have been restated to increase interest expense and to
decrease net income by $32,000 related to imputed interest on the
debentures  and  to increase paid-in capital  by  $160,000.   The
debentures are secured by the assignment of one of the  CompanyOs
restaurant  leases and a lien on the Company's tangible  personal
property located at that restaurant.
      The carrying amounts reported in the balance sheet for debt
approximate fair value, as estimated using discounted  cash  flow
analyses,  based  on the CompanyOs current incremental  borrowing
rates for similar types of borrowing instruments.

Note C - Income Taxes

Significant components of the CompanyOs deferred tax  assets  and
liabilities are as follows:

                                                            June 29, 1997
Deferred tax assets:                                                          
     Net operating loss carryforwards                           $ 459,000
     Tax credit carryforwards                                     642,000
     Reserves                                                     167,000
     Property                                                     230,000
     Other - net                                                   62,000
          Total deferred tax assets                             1,560,000
     Valuation allowance for deferred tax assets               (1,372,000)
                                                                  188,000
Deferred tax liabilities:                                              
     Prepaid and deferred costs                                   (78,000)
          Net deferred tax assets                                $110,000

      The  following is a reconciliation of income taxes  at  the
Federal  statutory rate of 34% to income taxes  reported  in  the
statements of operations based on loss before income taxes:
<TABLE>
<CAPTION>
                                                                      June 29, 1997     June 30, 1996
<S>                                                                    <C>                 <C>
Income tax benefit at the Federal statutory rate                       $(152,000)          $(6,000)
State taxes, net of Federal deductions                                   (24,000)           (1,000)
Tax credits                                                             (117,000)          (16,000)
Miscellaneous items not deductible for Federal income taxes               41,000            36,000
Change in valuation allowance                                            252,000           (13,000)
                                                                         
Income Taxes                                                            $______-           $_____-
</TABLE>

      At  June  29,  1997, for federal income tax  purposes,  the
Company  had  net  operating loss carryforwards of  approximately
$1,164,000  and investment and jobs tax credits carryforwards  of
approximately $633,000. These carryforwards expire  beginning  in
1999.
      The Company has provided a valuation allowance for deferred
tax  assets,  which  may not be realized through  future  taxable
income and the reversals of taxable temporary differences.

Note D - Leases

      The  Company leases nineteen restaurant facilities and  its
corporate   headquarters  under  noncancelable  operating   lease
agreements  with  initial lease terms expiring between  1998  and
2011.  Eighteen  of the restaurant leases have remaining  renewal
options,  and  fifteen provide for contingent  rentals  based  on
sales  performance  in  excess of specified minimums.  Contingent
rentals  were not material in any year. Some of the  leases  also
have  varying  escalation clauses based either  on  fixed  dollar
increases, a percentage of the previous minimum annual rental, or
the  consumer price index.  Amortization of assets recorded under
capital leases is included in depreciation expense.
       The  Company  subleases  four  restaurant  facilities   it
previously operated under noncancelable sublease agreements  with
lease  terms expiring from 1998-2011.  During the fourth  quarter
of  1997,  the  Company recorded a reserve of  $260,000  for  the
difference between anticipated sublease income and the  Company's
minimum  commitment under these leases.  This reserve is included
in deferred revenue and other liabilities.
      Future  minimum lease and sublease payments were as follows
at June 29, 1997:
<TABLE>
<CAPTION>
                        Operating Lease           Sublease               Net      Capital Leases
<C>                       <C>                  <C>             <C>                    <C>
1998                         $1,407,000           $338,000        $1,069,000            $162,000
1999                          1,224,000            231,000           993,000             146,000
2000                          1,171,000            233,000           938,000              73,000
2001                          1,069,000            265,000           804,000              61,000
2002                            965,000            265,000           700,000               3,000
Thereafter                    4,355,000          1,313,000         3,042,000                   -
                            $10,191,000         $2,645,000        $7,546,000            $445,000
</TABLE>
      Rent expense for real estate on all the Company's operating
leases was $1,441,000 in 1997 and $1,410,000 in 1996.

     Included in Property, Equipment and Other are assets subject
to capital leases of:

                                                    June 29, 1997
     Equipment                                         $1,102,000
     Accumulated Amortization                            (600,000)
                                                         $502,000

Note E - Related Party Transactions

      The Company is affiliated with L.B.G., Inc., through common
ownership. L.B.G., Inc. reimburses the Company for accounting and
administrative services based on the gross sales of each company.
The amounts reimbursed in 1997 and 1996 were immaterial.  At June
29,  1997,  L.B.G.  owed  the Company  $258,000  for  food,  rent
supplies and services of which $180,000 was repaid subsequent  to
year  end.  The remaining balance of $78,000 was converted to  an
unsecured note which bears interest at prime plus 2% and  is  due
in monthly installments of $1,314.
      The  Company owns a 26.6% interest in LaMexiCo,  L.L.C.,  a
limited  liability company, that operates a franchised  Cucos  in
Metairie, Louisiana. The Company also manages the restaurant  for
LaMexiCo,  L.L.C., and receives 4% of net sales as  compensation.
The  undistributed income from LaMexiCo, L.L.C. included  in  the
Company's  retained earnings was $9,000 at June  29,  1997.   The
restaurant  opened under the development rights previously  owned
by  L.B.G.  Inc.  L.B.G. Inc. currently owns 21.6%  of  LaMexiCo,
L.L.C.  LaMexiCo, L.L.C. owed the Company $17,000, which is  paid
current, for management fees, royalties and other expenses.
      The  following summarizes the Company's relationships  with
LaMexiCo, L.L.C.

                                                   1997                1996
                                                               
Royalties received                               $54,000             $51,000
Management fees received                         $80,000              85,000
Receivable Outstanding at year end               $17,000             $15,000
Equity in earnings                               $25,000             $26,000
                                                                         
     LaMexiCo, L.L.C. summarized financial information (based on
the investee's fiscal year ending April of each year):

                                                  1997                 1996
     Balance Sheet                                                           
         Total Liabilities                     $253,000             $220,000
         Members Equity                         777,000              765,000
         TOTAL ASSETS                        $1,030,000             $985,000
                                                                      
     Statement of Income                                                 
         Revenues                            $1,834,000           $1,840,000
         Net Income                            $115,000              $99,000

      The Company leases the land, building and improvements  for
one  Company-owned restaurant from a director.  The primary  term
of  the lease was 15 years and expires in 2000 with an option  to
renew  for 15 years.  The Company paid rent of $122,000  in  1997
and 1996.
      The  Company has agreements with Brothers Video,  Inc.,  an
affiliated company, to supply video poker machines in nine  Cucos
restaurants located in Louisiana. The term of each agreement is 5
years. The Company has the option to renew each contract for  two
additional years.
      Under the agreements the Company shares in the gross device
revenues  less state franchise fees and receives 65% of  the  net
receipts  during  the  first  two  years  of  the  term  and  70%
thereafter.  The  Chairman  and Chief Executive  Officer  of  the
Company  is the sole stockholder of Brothers Video, Inc. At  June
29,  1997,  the  Company had a current accounts  receivable  from
Brothers Video, Inc. of $36,000 for video poker revenues  earned.
The Company's share of video poker revenues, included in sales of
food  and  beverages,  was 2.6% and 2.7% of  sales  of  food  and
beverages in 1997 and 1996 respectively.
      The  President  of  the Company owns  an  interest  in  two
franchise companies which operate two of the Company's franchised
restaurants.  The Company received royalties of $12,000  in  1997
and  $2,400  in  1996 from these two companies.  These  franchise
companies owe the Company $12,000 at June 29, 1997, which is paid
current.
       The   convertible  debenture  holders  have  been  granted
development  rights  to  open restaurants  in  certain  areas  of
Louisiana   and  Mississippi,  which  are  subject  to   separate
development agreements.  No restaurants were opened in 1997 under
these agreements.
      Also see Note B for a description of issuance of $500,000  of
non  interest  bearing convertible debt to related  parties.   At
various  times  during  1997 two officers made  advances  to  the
Company totaling $179,000 of which $148,000 has been repaid.  The
high  balance outstanding during the year was $90,000.  See  Note
B.

Note F - Stock Options

       The  Company's  1993  Incentive  Stock  Option  Plan   has
authorized  the  grant  of  options to directors  and  management
personnel for up to 509,000 shares of the Company's common stock.
The  option price of each incentive stock option granted may  not
be less than 100% of the fair market value of the Common Stock at
date   of  grant.  No  minimum  option  price  is  required   for
nonqualified  stock  options, but the Company's  policy  is  that
these options will not be granted with an exercise price of  less
than  the  fair market value of the Common Stock at the  date  of
grant.   All  options  granted have 10 year terms  and  vest  and
become  exercisable  in four equal annual installments  beginning
one year after the grant date.
     The following table summarizes options outstanding for 1997.
The weighted average contractual life is 10 years.

                                                                  Weighted
                                                 Shares          Avg. Price
     Outstanding at beginning of year            395,000               $1.67
     Granted/Converted                           244,000               $1.32
     Forfeited/Converted                        (269,000)              $1.73
     Exercised                                         -                   -
     Outstanding at end of year                  370,000               $1.40
     Exercisable at end of year                  251,000                    
     Exercise Price                                              $1.18-$1.94

      The  weighted  average remaining contractual  life  of  the
options  outstanding  is 8.5 years.  The  weighted  average  fair
value of options granted during the year was $1.00 per share.
      The  Company's  1983  Plan expired in  1993  and  has  been
replaced  by  the  1993 Plan.  In June 1997, all  option  holders
under  the  1983  Plan  were permitted  to  convert  all  of  the
outstanding  options (212,000) to options issued under  the  1993
Plan.    All   options  outstanding  were  converted   and   were
immediately vested and exercisable.
      Pro forma information regarding net income and earnings per
share  is  required by FASB Statement 123, Accounting  for  Stock
Based  Compensation, which also requires that the information  be
determined as if the Company has accounted for its employee stock
options  granted subsequent to June 1995, under  the  fair  value
method  of that Statement.  The fair value for these options  was
estimated  at  the  date  of grant using a  Black-Scholes  option
pricing model with the following weighted-average assumptions for
1997 and 1996, respectively: risk-free interest rates of 6.3% and
5.9%;  no  dividends; volatility factors of the  expected  market
price  of  the  Company's common stock of  .54  and  .48;  and  a
weighted-average expected life of the options of 5 years.
      The Black-Scholes option valuation model was developed  for
use in estimating the fair value of traded options which have  no
vesting  restrictions and are fully transferable.   In  addition,
option  valuation  models require the input of highly  subjective
assumptions   including  the  expected  stock  price  volatility.
Because the Company's employee stock options have characteristics
significantly different from those of traded options, and because
changes in the subjective input assumptions can materially affect
the  fair  value estimate, in management's opinion, the  existing
models  do  not necessarily provide a reliable single measure  of
the fair value of its employee stock options.
      For  purposes of pro forma disclosures, the estimated  fair
value  of  the options is amortized to expense over the  options'
vesting period.  The Company's pro forma information follows  (in
thousands except for earnings per share information).  Pro  forma
1997 income was significantly impacted by the modification of the
options granted under the 1983 Plan.

                                              1997               1996
     Pro forma net loss                   ($662,000)          ($20,000)
     Pro forma loss per share                ($.31)             ($.01)

Note G - Per Share Amounts

      Per  share amounts are based on the weighted average number
of  shares  of Common Stock and dilutive common stock equivalents
outstanding.  Common stock equivalents were anti-dilutive in 1997
and  1996.   The Financial Accounting Standards Board has  issued
FAS  128,  Earnings  Per Share, which will be  effective  in  the
period  ending December 1997.  The adoption of this pronouncement
will  have  no impact on the Company's 1996 or 1997 reported  per
share amounts.

Note H - Franchise Operations

      In  addition to its company-owned restaurants, the  Company
had seven franchised restaurants in operation at the end of 1997.
During  1997 one franchised restaurant opened and no  franchised
restaurants  closed.   During  1996,  one  franchised  restaurant
opened and three closed.

Note I - ShareholdersO Rights Agreement

      In  1989  the Company declared a distribution of rights  to
purchase  the Company's Common Stock at a rate of one  right  for
each  outstanding share of the Company's Common Stock. The rights
were  issued  in  February 1990. The rights are  not  exercisable
until  ten  days following the occurrence of one of the following
events: 1) acquisition by a group or person of 15% or more of the
Company's  Common  Stock, or 2) an announcement  by  a  potential
acquirer of a tender or exchange offer that would result  in  the
ownership  of  15%  or more of the Company's Common  Stock.  Once
exercisable, unless redeemed earlier by the Company,  each  right
entitles  the holder to buy $12 worth of shares of the  CompanyOs
Common  Stock for an exercise price of $6. The Company may redeem
the  rights at $.01 per right at any time until 10 days after 15%
or  more of the CompanyOs Common Stock is acquired by a person or
group. The rights will expire on December 31, 1999.

Note J - Defined Contribution Plan

      The  Company  sponsors a defined contribution savings  plan
which  is  available  to  substantially all  employees.  Eligible
employees  may  contribute up to 20% of their  compensation.  The
Company contributes an additional amount to the plan equal to 15%
of  employee  contributions  up to 5%  of  compensation.  Company
contributions  were  $15,000  and  $10,000  in  1997  and   1996,
respectively.

Note K - Contingencies

      The  Company has various lawsuits arising from  its  normal
operations.  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.

Note L - Assets Held For Sale

      During  the fourth quarter of 1997, the Company decided  to
dispose of certain equipment from closed restaurants because this
equipment, which had a carrying value of $302,000, no longer  met
the  Company's specifications.  The Company plans  to  sell  this
equipment  in  1998.   It  has  recorded  the  equipment  at  its
estimated  salvage value net of costs to sell.  Accordingly,  the
Company  recorded  an impairment loss of approximately  $200,000,
which  is  included in losses related to closed units  and  asset
impairment.


        Report of Ernst & Young LLP, Independent Auditors

Board of Directors and Shareholders
Cucos Inc.

     We have audited the accompanying balance sheet of Cucos Inc.
as  of  June  29, 1997, and the related statements of operations,
shareholdersO equity, and cash flows for each of the two years in
the  period  ended June 29, 1997. These financial statements  are
the    responsibility   of   the   CompanyOs   management.    Our
responsibility  is  to  express an  opinion  on  these  financial
statements based on our audits.
      We  conducted  our  audits  in  accordance  with  generally
accepted auditing standards. Those standards require that we plan
and  perform  the  audit  to  obtain reasonable  assurance  about
whether   the   financial  statements  are   free   of   material
misstatement.  An  audit includes examining,  on  a  test  basis,
evidence  supporting the amounts and disclosures in the financial
statements.  An  audit  also includes  assessing  the  accounting
principles used and significant estimates made by management,  as
well  as evaluating the overall financial statement presentation.
We  believe  that our audits provide a reasonable basis  for  our
opinion.
      In  our opinion, the financial statements referred to above
present  fairly, in all material respects, the financial position
of Cucos Inc. at June 29, 1997, and the results of its operations
and  its cash flows for each of the two years in the period ended
June  29,  1997, in conformity with generally accepted accounting
principles.
      As  discussed in Note B, the Company has restated its  1996
financial  statements  to  recognize  interest  expense  for  the
discount feature of the debentures convertible into common  stock
at a discount to market price.


New Orleans, Louisiana                  ERNST & YOUNG LLP
September 11, 1997


Item 8.   Changes  in  and   Disagreements  with  Accountants  on
          Accounting and Financial Disclosure.

          None.

                                
                            PART III
                                
Item 9.   Directors,  Executive Officers, Promoters  and  Control
          Persons;  Compliance with Section 16(a) of the Exchange
          Act of the Registrant.

           Reference  is  made to the information concerning  the
directors  of the Registrant and the nominees for re-election  as
directors appearing under the caption "Election of Directors"  in
the  1997  Proxy  Statement.   Such information  is  incorporated
herein  by reference to the Registrant's 1997 Proxy Statement  to
be  filed with the Securities and Exchange Commission in October,
1997.

           Reference  is  made to the information concerning  the
executive  officers  of  the Registrant  who  are  not  directors
appearing  under the caption "Executive Officers of the  Company"
in  the  1997  Proxy Statement.  Such information is incorporated
herein  by reference to the Registrant's 1997 Proxy Statement  to
be  filed with the Securities and Exchange Commission in October,
1997.

            Reference  is  made  to  the  information  concerning
compliance with Section 16(a) of the Exchange Act appearing under
the   caption  "Section  16A,  Beneficial  Ownership's  Reporting
Compliance"  in  the 1997 Proxy Statement.  Such  information  is
incorporated herein by reference to the Registrant's  1997  Proxy
Statement to be filed with the Securities and Exchange Commission
on October, 1997.

Item 10.  Executive Compensation.

            Reference  is  made  to  the  information  concerning
remuneration   of  directors  and  executive  officers   of   the
Registrant  appearing under the captions "Additional Information-
Executive  Compensation,"  "Additional  Information-Stock  Option
Grants  During  Fiscal  1997," "Additional Information-Aggregated
Stock Option Exercises and Fiscal Year-Ended Option Values,"  and
"Additional Information-Compensation of Directors," in  the  1997
Proxy  Statement.   Such  information is incorporated  herein  by
reference  to the Registrant's 1997 Proxy Statement to  be  filed
with the Securities and Exchange Commission in October, 1997.

Item  11.   Security Ownership of Certain Beneficial  Owners  and
Management.

            Reference  is  made  to  the  information  concerning
beneficial ownership of the Registrant's Common Stock,  which  is
the  only  class of the Registrant's voting securities, appearing
under  the  captions  "Beneficial  Ownership"  and  "Election  of
Directors"  in  the  1997 Proxy Statement.  Such  information  is
incorporated herein by reference to the Registrant's  1997  Proxy
Statement to be filed with the Securities and Exchange Commission
in October, 1997.

Item 12.  Certain Relationships and Related Transactions.

           Reference is made to the information regarding certain
relationships  and  transactions between the Registrant  and  its
directors,   nominees  for  re-election  as  directors   of   the
Registrant, its executive officers, beneficial owners  of  5%  or
more  of its Common Stock and any member of the immediate  family
of  any  of  the foregoing persons, appearing under  the  caption
"Additional   Information-Certain   Relationships   and   Related
Transactions"  in the 1997 Proxy Statement.  Such information  is
incorporated herein by reference to the Registrant's  1997  Proxy
Statement to be filed with the Securities and Exchange Commission
in October, 1997.

Item 13.  Exhibits and Reports on Form 8-K.

          EXHIBITS

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

Exhibit Number                         Title
                                         
 1 2        -   Joint Agreement of Merger, dated February 23,
                1983, of Cu-Co's of Biloxi, Inc.
                
 1 3-A      -   Copy of Articles of Incorporation of the
                Registrant.
                
 1 3-A-1    -   Copy of Amendment to Articles of Incorporation of
                the Registrant.
                
 1 3-A-2    -   Copy of Amendment to Articles of Incorporation of
                the Registrant.
                
 1 3-A-3    -   Copy of Amendment to Articles of Incorporation of
                the Registrant.
                
 1 3-B      -   Copy of By-Laws of the Registrant.
                
 2 3-B-1    -   Copy of Amendment to By-Laws of Registrant.
                
 9 3-B-2    -   Amended and Restated By-Laws of the Registrant.
                
 3 4-A      -   Rights Agreement, dated as of February 5, 1990,
                between the Registrant and Commercial National
                Bank in Shreveport.
                
 3 4-B      -   Letter, dated February 26, 1991, from Whitney
                National Bank to the Registrant confirming the
                change of Rights Agent from Commercial National
                Bank in Shreveport to Whitney National Bank.
                
 3 4-C      -   Assignment of Rights Agreement, dated August 30,
                1993, among Whitney National Bank, Boatmen's
                National Bank and the Registrant with respect to
                the change of Rights Agent from Whitney National
                Bank to Boatmen's National Bank.
                
 11 4-D     -   Copy of Mortgage and Security Agreement dated
                April 25, 1994, with First National Bank of
                Commerce for $450,000.
                
 11 4-E     -   Copy of Promissory Note dated October 27, 1994,
                with First National Bank of Commerce for $200,000.
                
 11 4-F     -   Copy of Promissory Note dated October 27, 1994,
                with First National Bank of Commerce for $250,000.
                
 11 4-G     -   Copy of Promissory Note dated October 27, 1994,
                with First National Bank of Commerce for $500,000.
                
 10 4-H     -   Note Purchase Agreement (with Exhibits).
                
 10 4-I     -   Amendment No. 1 to Rights Agreement dated March
                12, 1991.
                
 12 4-J     -   Assignment of Rights Agreement dated June 2, 1997,
                among Boatman's National Bank, ChaseMellon
                Shareholder Services, L.L.C. and the Registrant
                with respect to the change of Rights Agent to
                ChaseMellon Shareholder Services, L.L.C.
                
 1 10-A     -   Copy of Registrant's 1983 Stock Option Plan.
                
 1 10-B     -   Copy of letter agreement between the Registrant
                and certain stockholders of the Registrant
                relating to piggyback registration rights.
                
 4 10-C     -   Amendment No. 1 to 1983 Stock Option Plan of Cucos
                Inc.
                
 5 10-D     -   Amendment No. 2 to 1983 Stock Option Plan of Cucos
                Inc.
                
 5 10-E     -   Amendment No. 3 to 1983 Stock Option Plan of Cucos
                Inc.
                
 6 10-F     -   Amendment No. 4 to 1983 Stock Option Plan of Cucos
                Inc.
                
 7 10-G     -   Amendment No. 5 to 1983 Stock Option Plan of Cucos
                Inc.
                
 5 10-H     -   Form of Incentive Stock Option Agreement for 1983
                Stock Option Plan.
                
 5 10-I     -   Form of Non-Qualified (Employee) Stock Option
                Agreement for 1983 Stock Option Plan.
                
 5 10-J     -   Form of Non-Qualified (Director) Stock Option
                Agreement for 1983 Stock Option Plan.
                
 8 10-K     -   Description of Registrant's Bonus Plan.
                
 9 10-L     -   Copy of Registrant's 1993 Stock Option Plan as
                amended.
                
 9 10-M         Form of Non-Qualified Stock Option Agreement for
                1993 Stock Option Plan
                
 9 10-N         Form of Incentive Stock Option Agreement for 1993
                Stock Option Plan
                
    23      -   Consent of Independent Auditors
                
    27      -   Financial Data Schedule

________________________________

1    Filed   as  an  exhibit  to  the  Registrant's  Registration
     Statement  on  Form S-18 (Commission File No. 2-87372A)  and
     incorporated herein by reference.

2    Filed  as an exhibit to Form 10-K for the fiscal year  ended
     July  1, 1984 (Commission File No. 0-12701) and incorporated
     herein by reference.

3    Filed  as  an  exhibit to Form 8-K dated February  23,  1991
     (Commission  File No. 0-12701), as amended by Form  8  dated
     March 12, 1991, and incorporated herein by reference.

4    Filed   as  an  exhibit  to  the  Registrant's  Registration
     Statement  on  Form S-8 (Commission File No.  33-03953)  and
     incorporated herein by reference.

5    Filed   as  an  exhibit  to  the  Registrant's  Registration
     Statement  on  Form S-8 (Commission File No.  33-15785)  and
     incorporated herein by reference.

6    Filed   as  an  exhibit  to  the  Registrant's  Registration
     Statement  on  Form S-8 (Commission File No.  33-26941)  and
     incorporated herein by reference.

7    Filed  as an exhibit to Form 10-K for the fiscal year  ended
     June 28, 1992 (Commission File No. 0-12701) and incorporated
     herein by reference.

8    Filed  as an exhibit to Form 10-K for the fiscal year  ended
     June 28, 1987 (Commission File No. 0-12701) and incorporated
     herein by reference.

9    Filed as an exhibit to Form 10-KSB for the fiscal year ended
     July  3, 1994 (Commission File No. 0-12701) and incorporated
     herein by reference.

10   Filed  as  an  exhibit  to Form 8-K filed  August  11,  1995
     (Commission  File  No. 0-12701) and incorporated  herein  by
     reference.

11   Filed as an exhibit to Form 10-KSB for the fiscal year ended
     July  2, 1995 (Commission File No. 0-12701) and incorporated
     herein by reference.

12   Filed  as  an exhibit to Form 8-A dated September 11,  1997,
     and incorporated herein by reference.

           The  Registrant  is  a  party  to  various  agreements
defining  the  rights  of  holders  of  long-term  debt  of   the
Registrant, but no single agreement authorizes securities  in  an
amount  which exceeds 10% of the total assets of the  Registrant.
Accordingly, such agreements are omitted as exhibits as permitted
by Item 601(b) (4) (ii) of Regulation S-B.

     REPORTS ON FORM 8-K:

           No  reports on Form 8-K were filed during  the  fourth
quarter of Fiscal Year ended June 29, 1997
                                
                   QUALIFICATION BY REFERENCE

           Information contained in this Annual Report as to  the
contents  of  any  contract  or other  document  referred  to  or
evidencing a transaction referred to is necessarily not complete,
and  in  each  instance reference is made to  the  copy  of  such
contract  or  other document filed as an exhibit to  this  Annual
Report  or incorporated herein by reference, all such information
being    qualified   in   its   entirety   by   such   reference.

SIGNATURES



            In  accordance  with  Section  13  or  15(d)  of  the
Securities  Exchange  Act  of 1934, the  Registrant  caused  this
report  to  be signed on its behalf by the undersigned, thereunto
duly authorized.


                                CUCOS INC.


Date:  September 25, 1997       By:/s/ Vincent J. Liuzza, Jr.
                                   Vincent J. Liuzza, Jr.
                                   Chairman of the Board and
                                   Chief Executive Officer

          In accordance with 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 indicated as of
September 25, 1997.



/s/ Sidney C. Pulitzer          /s/ Thomas J. Grace
Sidney C. Pulitzer, Director       Thomas J. Grace, Director and
Secretary



/s/ Miguel Uria                 /s/ Frank J. Ferrara, Jr.
Miguel Uria, Director           Frank J. Ferrara, Director



/s/ David M. Liuzza             /s/ Vincent J. Liuzza, Jr.
David M. Liuzza, Director       Vincent J. Liuzza, Jr., Chairman
of the
                                Board of Directors and Chief
Executive
                                Officer

/s/ Elie V Khoury
Elie V. Khoury, Director and President

                          EXHIBIT INDEX
                                


Exhibit Number                         Title
                                          
 (1)  2     -     Joint Agreement of Merger, dated February 23,
                  1983, of Cu-Co's of Biloxi, Inc.
                  
 (1)  3-A   -     Copy of Articles of Incorporation of the
                  Registrant.
                  
 (1)  3-A-1 -     Copy of Amendment to Articles of Incorporation
                  of the Registrant.
                  
 (1)  3-A-2 -     Copy of Amendment to Articles of Incorporation
                  of the Registrant.
                  
 (1)  3-A-3 -     Copy of Amendment to Articles of Incorporation
                  of the Registrant.
                  
 (1)  3-B   -     Copy of By-Laws of the Registrant.
                  
 (2)  3-B-1 -     Copy of Amendment to By-Laws of Registrant.
                  
 (9)  3-B-2 -     Amended and Restated By-Laws of the Registrant.
                  
 (3)  4-A   -     Rights Agreement, dated as of February 5, 1990,
                  between the Registrant and Commercial National
                  Bank in Shreveport.
                  
 (3)  4-B   -     Letter, dated February 26, 1991, from Whitney
                  National Bank to the Registrant confirming the
                  change of Rights Agent from Commercial National
                  Bank in Shreveport to Whitney National Bank.
                  
 (3)  4-C   -     Assignment of Rights Agreement, dated August 30,
                  1993, among Whitney National Bank, Boatmen's
                  National Bank and the Registrant with respect to
                  the change of Rights Agent from Whitney National
                  Bank to Boatmen's National Bank.
                  
 (11)  4-D  -     Copy of Mortgage and Security Agreement dated
                  April 25, 1994, with First National Bank of
                  Commerce for $450,000.
                  
 (11)  4-E  -     Copy of Promissory Note dated October 27, 1994,
                  with First National Bank of Commerce for
                  $200,000.
                  
 (11)  4-F  -     Copy of Promissory Note dated October 27, 1994,
                  with First National Bank of Commerce for
                  $250,000.
                  
 (11)  4-G  -     Copy of Promissory Note dated October 27, 1994,
                  with First National Bank of Commerce for
                  $500,000.
                  
 (10)  4-H  -     Note Purchase Agreement (with Exhibits).
                  
 (10)  4-I  -     Amendment No. 1 to Rights Agreement dated March
                  12, 1991.
                  
 (12)  4-J  -     Assignment of Rights Agreement dated June 2,
                  1997, among Boatman's National Bank, ChaseMellon
                  Shareholder Services, L.L.C. and the Registrant
                  with respect to the change of Rights Agent to
                  ChaseMellon Shareholders Services, L.L.C.
                  
 (1)  10-A  -     Copy of Registrant's 1983 Stock Option Plan.
                  
 (1)  10-B  -     Copy of letter agreement between the Registrant
                  and certain stockholders of the Registrant
                  relating to piggyback registration rights.
                  
 (4)  10-C  -     Amendment No. 1 to 1983 Stock Option Plan of
                  Cucos Inc.
                  
 (5)  10-D  -     Amendment No. 2 to 1983 Stock Option Plan of
                  Cucos Inc.
                  
 (5)  10-E  -     Amendment No. 3 to 1983 Stock Option Plan of
                  Cucos Inc.
                  
 (6)  10-F  -     Amendment No. 4 to 1983 Stock Option Plan of
                  Cucos Inc.
                  
 (7)  10-G  -     Amendment No. 5 to 1983 Stock Option Plan of
                  Cucos Inc.
                  
 (5)  10-H  -     Form of Incentive Stock Option Agreement for
                  1983 Stock Option Plan.
                  
 (5)  10-I  -     Form of Non-Qualified (Employee) Stock Option
                  Agreement for 1983 Stock Option Plan.
                  
 (5)  10-J  -     Form of Non-Qualified (Director) Stock Option
                  Agreement for 1983 Stock Option Plan.
                  
 (8)  10-K  -     Description of Registrant's Bonus Plan.
                  
 (9)  10-L  -     Copy of Registrant's 1993 Stock Option Plan as
                  amended.
                  
 (9)  10-M        Form of Non-Qualified Stock Option Agreement for
                  1993 Stock Option Plan
                  
 (9)  10-N        Form of Incentive Stock Option Agreement for
                  1993 Stock Option Plan
                  
    23      -     Consent of Independent Auditors
                  
    27      -     Financial Data Schedule

________________________________

(1)  Filed   as  an  exhibit  to  the  Registrant's  Registration
     Statement  on  Form S-18 (Commission File No. 2-87372A)  and
     incorporated herein by reference.

(2)  Filed  as an exhibit to Form 10-K for the fiscal year  ended
     July  1, 1984 (Commission File No. 0-12701) and incorporated
     herein by reference.

(3)  Filed  as  an  exhibit to Form 8-K dated February  23,  1990
     (Commission  File No. 0-12701), as amended by Form  8  dated
     March 12, 1991, and incorporated herein by reference.

(4)  Filed   as  an  exhibit  to  the  Registrant's  Registration
     Statement  on  Form S-8 (Commission File No.  33-03953)  and
     incorporated herein by reference.

(5)  Filed   as  an  exhibit  to  the  Registrant's  Registration
     Statement  on  Form S-8 (Commission File No.  33-15785)  and
     incorporated herein by reference.

(6)  Filed   as  an  exhibit  to  the  Registrant's  Registration
     Statement  on  Form S-8 (Commission File No.  33-26941)  and
     incorporated herein by reference.

(7)  Filed  as an exhibit to Form 10-K for the fiscal year  ended
     June 28, 1992 (Commission File No. 0-12701) and incorporated
     herein by reference.

(8)  Filed  as an exhibit to Form 10-K for the fiscal year  ended
     June 28, 1987 (Commission File No. 0-12701) and incorporated
     herein by reference.

(9)  Filed as an exhibit to Form 10-KSB for the fiscal year ended
     July  3, 1994 (Commission File No. 0-12701) and incorporated
     herein by reference.

(10) Filed  as  an  exhibit  to Form 8-K filed  August  11,  1995
     (Commission  File  No. 0-12701) and incorporated  herein  by
     reference.

(11) Filed as an exhibit to Form 10-KSB for the fiscal year ended
     July  2, 1995 (Commission File No. 0-12701) and incorporated
     herein by reference.

(12) Filed  as  an exhibit to Form 8-A dated September 11,  1997,
     and incorporated herein by reference.