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

                                 FORM 10-Q/A
                               Amendment No. 1
                 (To include disclosure on year 2000 issues)

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

               For  the  quarterly  period  ended AUGUST  31,  1998

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

          For  the  transition  period  from  to

          Commission  file  number                  0-19623

                            MIAMI SUBS CORPORATION
            (Exact name of registrant as specified in its charter)

     Florida                                                65-0249329
(State  or  other  jurisdiction  of                    (I.R.S.  Employer
incorporation  or  organization)                      Identification No.)

           6300 N.W. 31st Avenue, Fort Lauderdale, Florida  33309
                   (Address of principal executive offices)
                                  (Zip Code)

                               (954) 973-0000
             (Registrant's telephone number, including area code)

     Indicate  by  check mark whether the registrant (1) has filed all reports
required  to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934  during  the  preceding  12  months  (or for such shorter period that the
registrant  was  required  to  file such reports), and (2) has been subject to
such  filing  requirements  for  the  past  90  days.

                              Yes    X     No

     Indicate the number of shares outstanding of each of the issuer's classes
of  common  stock,  as  of  the  latest  practicable  date.

         Class                              Outstanding at October 6, 1998
Common  Stock,  $.01  par  value                      27,119,340










ITEM  2.       MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
               RESULTS  OF  OPERATIONS
Year  2000

The  Company  is  continuing  its  evaluation  and  assessment  of its various
information  technology  and  non-information  technology  systems,  including
software,  hardware and equipment that may be potentially affected by the Year
2000 issue.  The Company estimates that its evaluation and assessment of these
various  systems  will  be  completed  shortly.    Based  on  its  preliminary
assessment  of  these  systems and discussions with its third-party providers,
the  Company currently believes that such internal systems are or will be Year
2000  compliant  with  minimum modifications, which should be completed by May
31,  1999.    Following  initial  testing,  additional  remedial action may be
necessary  and  further  testing  will  be performed.  The Company has not yet
determined  the cost of completing its Year 2000 plan on its internal systems,
but  currently  does  not  estimate  that  such  costs  will  be  material.

The  Company  is  currently in the process of contacting critical suppliers of
products  and  services  to  determine  the extent to which the Company may be
vulnerable to such parties failure to resolve their own Year 2000 issues.  The
Company  will  assess  and  attempt  to mitigate its risks with respect to the
failure  of  these  third  parties to be Year 2000 compliance.  The effect, if
any,  on the Company's results of operations from the failure of third parties
to  be  Year  2000  compliant  can  not  be  reasonably  estimated.

The  Company  will  also  be  working  with  and  assisting  its  independent
franchisees  to ensure that their point of sale and other equipment is capable
of  handling  the  Year  2000  issue.   In the event that such systems are not
adequately  modified  as  necessary,  it  may adversely affect the franchisees
operations  which  would adversely affect the Company's results of operations.

Based  on  the  Company's  current  assessment  to  date, no matters have been
identified and the Company does not currently believe that the Year 2000 issue
will  have  a  material adverse effect on the Company's financial condition or
results  of  operations.  The Company's beliefs and expectations, however, are
based  on certain assumptions and expectations that may ultimately prove to be
inaccurate.    Potential sources of risk include the inability of suppliers to
be  Year  2000  compliant,  which could result in delays in product deliveries
from  suppliers,  and  disruption  of  the  distribution  channel.

The Company has not yet established a contingency plan, but intends to develop
a  plan  to mitigate the effects of problems experienced by vendors or service
providers  in regard to the timely implementation of Year 2000 programs.  This
contingency  plan  is  expected to be developed and in place by July 31, 1999.

                                 SIGNATURES

Pursuant  to  the  requirements  of  the  Securities Exchange Act of 1934, the
Registrant  has  duly  caused  this  Report  to be signed on its behalf by the
undersigned  thereunto  duly  authorized.

                                                  MIAMI  SUBS  CORPORATION

Date:  January  8,  1999                         By:/s/    Jerry W. Woda
                                                    JERRY W. WODA
                                                    Senior Vice President,
                                                     Chief  Financial  Officer,
                                                      and Principal  Accounting
                                                        Officer