SECURITIES AND EXCHANGE COMMISSION



                      Washington, D.C.   20549


                             FORM 10-Q


         QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d)
              OF THE SECURITIES EXCHANGE ACT OF 1934

For Quarter Ended June 29, 1999    Commission file number 1-9606


                AMERICAN RESTAURANT PARTNERS, L.P.
      (Exact name of registrant as specified in its charter)


          Delaware                                    48-1037438
(State or other jurisdiction of                   (I.R.S. Employer
incorporation or organization)                     Identification)


555 North Woodlawn, Suite 3102
Wichita, Kansas                                           67208
(Address of principal executive offices)                (Zip-Code)


Registrant's telephone number, including area code  (316) 684-5119


      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 [ ]




                 AMERICAN RESTAURANT PARTNERS, L.P.

                                INDEX


                                                                   Page
                                                                  Number
                                                                  ------

Part I.   Financial Information
-------------------------------

Item 1.   Financial Statements


          Consolidated Condensed Balance Sheets at
          June 29, 1999 and December 29, 1998                        1

          Consolidated Condensed Statements of Operations
          for the Three and Six Periods Ended
          June 29, 1999 and June 30, 1998                            2

          Consolidated Condensed Statements of Cash
          Flows for the Six Periods Ended
          June 29, 1999 and June 30, 1998                            3

          Notes to Consolidated Condensed Financial Statements     4-5


Item 2.   Management's Discussion and Analysis of Consolidated
          Financial Condition and Results of Operations           6-12


Part II.  Other Information
---------------------------

Item 6.   Exhibits and Reports on Form 8-K                          13





                     AMERICAN RESTAURANT PARTNERS, L.P.

                   CONSOLIDATED CONDENSED BALANCE SHEETS
                                (Unaudited)


                                                     June 29,     December 29,
      ASSETS                                           1999           1998
--------------------------                           --------     ------------
Current assets:
 Cash and cash equivalents                        $    41,925     $   329,946
 Investments available for sale,
  at fair market value                                 46,135          68,635
 Accounts receivable                                  139,433         264,754
 Due from affiliates                                  254,976          90,146
 Notes receivable from
  affiliates - current portion                         46,486          62,511
 Inventories                                          415,348         441,326
 Prepaid expenses                                     300,940         287,046
                                                   ----------      ----------
    Total current assets                            1,245,243       1,544,364

Net property and equipment                         20,548,489      20,843,450

Other assets:
 Franchise rights, net                              5,645,160       5,780,163
 Notes receivable from affiliates                      47,534          50,201
 Deposit with affiliate                               450,000         450,000
 Goodwill                                             706,822         714,469
 Other                                              1,728,134       1,320,132
                                                   ----------      ----------
                                                  $30,371,382     $30,702,779
                                                   ==========      ==========

LIABILITIES AND PARTNERS' CAPITAL (DEFICIENCY)
----------------------------------------------

Current liabilities:
 Accounts payable                                 $ 2,132,293     $ 2,390,582
 Due to affiliates                                    117,599         226,322
 Accrued payroll and other taxes                      702,963         635,805
 Accrued liabilities                                1,253,440       1,272,957
 Current portion of long-term debt                  6,976,275       6,182,101
 Current portion of obligations
  under capital leases                                 54,940          47,528
                                                   ----------      ----------
    Total current liabilities                      11,237,510      10,755,295

 Other noncurrent liabilities                         944,583         563,095
 Long-term debt                                    22,531,654      23,447,773
 Obligations under capital leases                   1,467,268       1,495,486
 Minority interests in Operating
   Partnerships                                       413,869         395,908

 Partners' capital (deficiency):
   General Partners                                    (7,955)         (8,245)
   Limited Partners:
    Class A Income Preference                       5,500,740       5,543,603
    Classes B and C                               (10,261,665)    (10,058,014)
   Cost in excess of carrying value
    of assets acquired                             (1,323,681)     (1,323,681)
 Cumulative comprehensive loss                       (130,941)       (108,441)
                                                   ----------      ----------
   Total partners' deficiency                      (6,223,502)     (5,954,778)
                                                   ----------      ----------
                                                  $30,371,382     $30,702,779
                                                   ==========      ==========

                            See accompanying notes.




<TABLE>

                                  AMERICAN RESTAURANT PARTNERS, L.P.

                          CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
                                            (Unaudited)


<CAPTION>
                                                June 29,     June 30,         June 29,     June 30,
                                                 1999         1998             1999         1998
                                              -----------  -----------      -----------  -----------
<S>                                           <C>          <C>              <C>          <C>
Net sales                                     $14,334,285  $ 9,461,329      $28,775,870  $18,687,975

Operating costs and expenses:
 Cost of sales                                  3,669,824    2,325,864        7,665,228    4,756,696
 Restaurant labor and benefits                  4,224,750    2,650,274        8,502,750    5,278,474
 Advertising                                      952,075      621,964        1,888,921    1,232,765
 Other restaurant operating
  expenses exclusive of
  depreciation and amortization                 2,616,017    1,698,582        5,296,773    3,413,372
 General and administrative:
  Management fees - related party                 890,719      659,213        1,785,802    1,301,131
  Other                                           214,863      146,452          362,729      258,997
 Depreciation and amortization                    645,828      514,898        1,202,648      960,168
 Equity in (income) loss of affiliate                  -       (10,947)              -        14,376
                                               ----------   ----------       ----------   ----------
      Income from operations                    1,120,209      855,029        2,071,019    1,471,996

Interest income                                    (1,887)      (2,768)          (5,217)      (5,763)
Interest expense                                  780,516      660,197        1,545,184    1,213,385
Gain on life insurance settlement                       -     (875,533)               -     (875,533)
                                               ----------   ----------       ----------   ----------

Income before minority interest                   341,580    1,073,133          531,052    1,139,907

Minority interests in income of
 Operating Partnerships                            24,031       10,731           24,859       11,399
                                               ----------   ----------       ----------   ----------

Net income                                        317,549    1,062,402          506,193    1,128,508
                                               ==========   ==========       ==========   ==========

Net income allocated to Partners:
 Class A Income Preference                    $    75,875  $   216,783      $   120,616  $   230,272
 Class B                                           87,478      318,035          139,426      337,823
 Class C                                          154,196      527,584          246,151      560,413

Weighted average number of Partnership
 units outstanding during period:
 Class A Income Preference                        813,975      813,840          813,993      813,840
 Class B                                          938,456    1,193,852          940,934    1,193,852
 Class C                                        1,654,210    1,976,807        1,661,188    1,976,807

Basic and diluted income
 before minority interest
 per Partnership unit                         $      0.10  $      0.27      $      0.16  $      0.28

Basic and diluted minority interest
 per Partnership unit                         $      0.01  $        -       $      0.01  $        -

Basic and diluted net income
 per Partnership unit                         $      0.09  $      0.27      $      0.15  $      0.28

Distributions per Partnership interest        $      0.10  $      0.05      $      0.20  $      0.10



<FN>
                                      See accompanying notes.
</FN>
</TABLE>









                    AMERICAN RESTAURANT PARTNERS, L.P.

              CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOW
                               (Unaudited)

                                                        Six Periods Ended
                                                      June 29,       June 30,
                                                        1999           1998
                                                      --------       --------

Cash flows from operating activities:
 Net income                                         $  506,193     $1,128,508
 Adjustments to reconcile net income
  to net cash provided by (used in)
  operating activities:
   Depreciation and amortization                     1,202,648        960,168
   Provision for deferred rent                               -          8,184
   Equity in loss of affiliate                               -         14,376
   Loss (gain) on disposition of assets                  6,898         (5,331)
   Gain on insurance settlement                              -       (875,533)
   Minority interests in income
    of Operating Partnerships                           24,859         11,399
 Net change in operating assets and liabilities:
   Accounts receivable                                 125,321         (1,809)
   Due from affiliates                                (164,830)        (1,328)
   Inventories                                          25,978         48,350
   Prepaid expenses                                    (13,894)        77,940
   Accounts payable                                   (258,289)    (1,512,222)
   Due to affiliates                                  (108,723)        31,658
   Accrued payroll and other taxes                      67,158         98,708
   Accrued liabilities                                 (24,166)        21,272
   Other, net                                          395,882       (165,245)
                                                    ----------      ----------
      Net cash provided by (used in)
        operating activities                         1,785,035       (160,905)

Cash flows from investing activities:
 Additions to property and equipment                  (704,542)      (325,554)
 Proceeds from sale of property and equipment              470         16,452
 Collections of notes receivable from affiliates        18,692         17,707
 Other                                                 (35,610)             -
                                                    ----------     ----------
      Net cash used in
        investing activities                          (720,990)      (291,395)

Cash flows from financing activities:
 Payments on long-term borrowings                   (1,051,945)    (9,729,109)
 Proceeds from long-term borrowings                    480,000     10,700,000
 Payments on capital lease obligations                 (20,806)       (17,748)
 Proceeds from insurance settlement                          -      1,039,747
 Distributions to Partners                            (682,710)      (398,493)
 Repurchase of units                                   (69,707)             -
 General Partners' distributions
  from Operating Partnerships                           (6,898)        (4,025)
 Other, net                                                  -         37,766
                                                    ----------     ----------
      Net cash (used in) provided by
        financing activities                        (1,352,066)     1,628,138
                                                    ----------     ----------
      Net (decrease) increase in cash
       and cash equivalents                           (288,021)     1,175,838

Cash and cash equivalents at beginning of period       329,946        509,398
                                                    ----------     ----------
Cash and cash equivalents at end of period          $   41,925     $1,685,236
                                                    ==========     ==========

Supplemental disclosure of non-cash activity:  During the first six periods
of 1999, the Partnership signed a note payable for $450,000, payable over 15
years, to purchase a 25% interest in a Limited Liability Company that owns
and operates an aircraft.

                           See accompanying notes.






                AMERICAN RESTAURANT PARTNERS, L.P.

       NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

        Six Periods Ended June 29, 1999 and June 30, 1998
                           (Unaudited)


1.  General
    -------

The   accompanying  consolidated  condensed  financial   statements
include the accounts of American Restaurant Partners, L.P. and  its
majority owned subsidiaries, American Pizza Partners, L.P. and  APP
Concepts, LLC. Effective August 11, 1998, the interest of  American
Pizza Partners, L.P. in Oklahoma Magic, L.P. (Magic) increased from
45%  to  60% in connection with Magic's purchase of a 25%  interest
from  a former limited partner.  Accordingly, the Partnership began
consolidating  the  accounts of Magic  from  that  date.   American
Restaurant  Partners,  L.P., American  Pizza  Partners,  L.P.,  APP
Concepts, LLC and Magic are hereinafter collectively referred to as
the   Partnership.   All  significant  intercompany  balances   and
transactions  have been eliminated.  The Partnership accounted  for
its investment in Magic using the equity method of accounting prior
to   the  increase  in  their  ownership  from  45%  to  60%.   The
consolidated  condensed  financial statements  have  been  prepared
without  audit.  The Balance Sheet at December 29,  1998  has  been
derived  from  the Partnership's audited financial statements.   In
the  opinion  of  management,  all  adjustments  of  a  normal  and
recurring  nature  which are necessary for a fair  presentation  of
such  financial  statements  have been included.  These  statements
should  be  read  in  conjunction with the  consolidated  financial
statements  and notes contained in the Partnership's Annual  Report
filed on Form 10-K for the fiscal year ended December 29, 1998.

The  results  of operations for interim periods are not necessarily
indicative  of  the  results  for the full  year.  The  Partnership
historically  has  realized  approximately  40%  of  its  operating
profits in periods six through nine (18 weeks).


2.  Subsequent Events
    -----------------

On  June 30, 1999, the Partnership refinanced $1.6 million of notes
payable  to Intrust Bank with new notes to CNL Financial  Services,
Inc.  which mature July 1, 2019.  Accordingly, the current and non-
current  portion  of  long-term debt  reflects  the  terms  of  the
agreements.

On  July  1, 1999 the Partnership declared a distribution of  $0.10
per  unit  to all unitholders of record as of July 12,  1999.   The
distribution  is  not reflected in the June 29,  1999  consolidated
condensed financial statements.


3.  Comprehensive Income
    --------------------

Comprehensive income is comprised of the following:

                         Three periods ended     Six periods ended
                        June 29,   June 30,     June 29,    June 30,
                          1999       1998         1999        1998
                       ---------   ---------   ---------   ---------
Net income            $  317,549  $1,062,402  $  506,193  $1,128,508
Change in unrealized
 loss in available for
 sale securities          (2,250)    (31,500)    (22,500)    (83,250)
                       ---------   ---------   ---------   ---------
                      $   315,299 $1,030,902  $  483,693  $1,045,258
                       ==========  =========   =========   =========


4.  Long-term Debt - Covenant Noncompliance
    ---------------------------------------

The  Partnership has made all scheduled debt payments; however,  at
June  29,  1999 and December 29, 1998, Magic was not in  compliance
with  the  fixed  charge coverage ratio covenant  required  by  the
outstanding notes payable to Franchise Mortgage Acceptance  Company
(FMAC).   Accordingly, the entire $3,966,000 of Magic's  borrowings
with FMAC is reflected  in the current portion of long-term debt.


5.  Recently Issued Accounting Standards
    ------------------------------------

In  June  1998,  the  Financial Accounting Standards  Board  issued
Statement  No.  133,  Accounting  for  Derivative  Instruments  and
Hedging  Activities (Statement No. 133).  Statement No. 133 defines
derivative  instruments and requires these items be  recognized  as
assets  or  liabilities  in the statements of  financial  position.
This  Statement is effective for fiscal years beginning after  June
15,  2000.  As of June 29, 1999, the Partnership does not have  any
derivative instruments.




             MANAGEMENT'S DISCUSSION AND ANALYSIS OF
   CONSOLIDATED FINANCIAL CONDITION AND RESULTS OF OPERATIONS


RESULTS OF OPERATIONS
---------------------

As  of June 29, 1999, the Partnership operated 71 traditional Pizza
Hut  red  roof  restaurants, 15 delivery/carryout units  and  three
dualbrand locations.

As   discussed  in  the  notes  to  the  accompanying  consolidated
condensed financial statements, the Partnership's interest in Magic
increased  from  45%  to  60%  effective  August  11,  1998.    The
Partnership  began consolidating the accounts of  Magic  from  that
date.   The Partnership accounted for its investment in Magic using
the  equity method of accounting prior to the increase in ownership
from 45% to 60%.  Therefore, the consolidated results of operations
include  the accounts of Magic for the three and six periods  ended
June 29, 1999 but not for the three and six periods ended June  30,
1998.    The  tables  below  show  the  historical  statements   of
operations as well as proforma results of operations for the  three
and  six  periods  ended June 30, 1998 assuming  the  Partnership's
interest  in Magic increased to 60% as of December 31,  1997.   The
proforma  results are shown in order to provide a  more  meaningful
basis  for  a  comparative discussion of the three and six  periods
ended June 29, 1999 and June 30, 1998.


Three Periods Ended June 29, 1999 Compared to
---------------------------------------------
Proforma Three Periods Ended June 30, 1998
------------------------------------------

                                       Three Periods Ended
                               ------------------------------------
                                 June 29,    June 30,    June 30,
                                   1999        1998        1998
                               ----------------------- ------------
                                      Historical       Proforma (1)
                               ----------------------- ------------

Net sales                      $14,334,285 $ 9,461,329  $13,345,388
Operating costs and expenses:
  Cost of sales                  3,669,824   2,325,864    3,265,559
  Restaurant labor and benefits  4,224,750   2,650,274    3,818,182
  Advertising                      952,075     621,964      929,992
  Other restaurant operating
    expenses exclusive of
    depreciation and
    amortization                 2,616,017   1,698,582    2,571,328
  General and administrative:
    Management fees                890,719     659,213      833,995
    Other                          214,863     146,452      204,833
  Depreciation and amortization    645,828     514,898      645,382
  Equity in income of affiliate          -     (10,947)           -
                                ----------  ----------   ----------
      Income from operations     1,120,209     855,029    1,076,117

Interest income                     (1,887)     (2,768)      (2,768)
Interest expense                   780,516     660,197      801,619
Gain on life insurance
 settlement                              -    (875,533)    (875,533)
                                ----------  ----------   ----------
Income before minority
 interest                          341,580   1,073,133    1,152,799
Minority interests in income
 of Operating Partnerships          24,031      10,731        9,730
                                ----------  ----------   ----------
Net income                     $   317,549 $ 1,062,402  $ 1,143,069
                                ==========  ==========   ==========

(1)  The proforma statement of operations for the three periods ended
     June 30, 1998 includes the consolidation of Magic as if the
     Partnership's interest in Magic increased to 60% as of
     December 31, 1997.


NET  SALES.   Net sales for the three periods ended June  29,  1999
increased $989,000 from proforma net sales of $13,345,000  in  1998
to  net  sales  of  $14,334,000 for 1999, a  7.4%  increase.   This
increase was attributable primarily to the continued success of The
Big  New Yorker pizza, a 16 inch traditional style pizza introduced
in early 1999.

INCOME  FROM  OPERATIONS.   Income from operations  for  the  three
periods ended June 29, 1999 increased $44,000 to $1,120,000, a 4.1%
increase over the proforma income from operations of $1,076,000 for
the  three  periods  ended June 30, 1998.  Income  from  operations
represented 7.8% of net sales for the three periods ended June  29,
1999  compared  to  proforma  income from  operations  of  8.1%  of
proforma net sales for the three periods ended June 30, 1998.  Cost
of  sales  as  a  percentage of net sales increased from  24.5%  of
proforma  net sales for the three periods ended June  30,  1998  to
25.6%  of  net  sales  for the three periods ended  June  30,  1999
primarily  due  to costs associated with the Star  Wars  promotion.
Labor and benefits expense was 28.6% of proforma net sales in  1998
compared  to 29.5% of net sales in 1999. This increase is primarily
attributable to increased staffing of delivery drivers  at  higher,
more  competitive  wages.   Advertising  decreased  slightly  as  a
percentage of net sales from 7.0% of proforma net sales in 1998  to
6.6%  of  net  sales  in 1999. Other restaurant operating  expenses
amounted  to  18.3%  of  net sales in 1999  compared  to  19.3%  of
proforma   net   sales  in  1998.   This  decrease   is   primarily
attributable  to two factors:  1) increased premium sales  in  1999
related to the Star Wars promotion and 2) lower occupancy costs  in
1999  through the purchase of previously leased properties and  the
buyout  or  expiration of leases on closed restaurants  during  the
last  half of 1998.  General and administrative expenses were  7.9%
of  net  sales  in 1999 compared to 7.8% of proforma net  sales  in
1998. Depreciation and amortization expense decreased from 4.8%  of
proforma net sales in 1998 to 4.5% of net sales in 1999.

NET  EARNINGS.   Net earnings decreased $825,000 to net  income  of
$318,000  for  the  three periods ended June 29, 1999  compared  to
proforma net income of $1,143,000 for the three periods ended  June
30,  1998.  The  1998 period net income included  a  gain  on  life
insurance  settlement  of  $876,000.  Net  of   the  gain  on  life
insurance settlement, net earnings increased $51,000 over the prior
period  primarily  due  to the increase in income  from  operations
noted above.

Six Periods Ended June 29, 1999 Compared to
-------------------------------------------
Proforma Six Periods Ended June 30, 1998
----------------------------------------

                                        Six Periods Ended
                               ------------------------------------
                                 June 29,    June 30,     June 30,
                                   1999        1998         1998
                               ----------------------- ------------
                                     Historical        Proforma (2)
                               ----------------------- ------------

Net sales                      $28,775,870 $18,687,975  $26,393,198
Operating costs and expenses:
  Cost of sales                  7,665,228   4,756,696    6,718,923
  Restaurant labor and benefits  8,502,750   5,278,474    7,604,040
  Advertising                    1,888,921   1,232,765    1,791,058
  Other restaurant operating
    expenses exclusive of
    depreciation and
    amortization                 5,296,773   3,413,372    5,163,368
  General and administrative:
    Management fees              1,785,802   1,301,131    1,647,865
    Other                          362,729     258,997      364,324
  Depreciation and amortization  1,202,648     960,168    1,277,462
  Equity in loss of affiliate            -      14,376            -
                                ----------  ----------   ----------
      Income from operations     2,071,019   1,471,996    1,826,158

Interest income                     (5,217)     (5,763)      (5,763)
Interest expense                 1,545,184   1,213,385    1,518,831
Gain on life insurance
 settlement                              -    (875,533)    (875,533)
                                ----------  ----------   ----------
Income before minority
 interest                          531,052   1,139,907    1,188,623
Minority  interests in
 income (loss) of Operating
 Partnerships                       24,859      11,399      (12,778)
                                ----------  ----------   ----------
Net income                     $   506,193 $ 1,128,508  $ 1,201,401
                                ==========  ==========   ==========

(2)  The proforma statement of operations for the six periods ended
     June 30, 1998 includes the consolidation of Magic as if the
     Partnership's interest in Magic increased to 60% as of
     December 31, 1997.



NET  SALES.   Net  sales for the six periods ended  June  29,  1999
increased $2,383,000 from proforma net sales of $26,393,000 in 1998
to  net  sales  of  $28,776,000 for 1999, a  9.0%  increase.   This
increase was attributable primarily to the success of The  Big  New
Yorker pizza,  a 16 inch  traditional  style  pizza  introduced  in
early 1999.

INCOME FROM OPERATIONS.  Income from operations for the six periods
ended  June  29,  1999  increased $245,000 to $2,071,000,  a  13.4%
increase over the proforma income from operations of $1,826,000 for
the  first six periods of 1998.  Income from operations represented
7.2%  of net sales for the six periods ended June 29, 1999 compared
to  proforma income from operations of 6.9% of proforma  net  sales
for  the  six  periods ended June 30, 1998.  Cost  of  sales  as  a
percentage of net sales increased from 25.5% of proforma net  sales
for  the six periods ended June 30, 1998 to 26.6% of net sales  for
the  six periods ended June 29, 1999 due to higher commodity  costs
and  costs  associated  with  the Star Wars  promotion.  Labor  and
benefits  expense was 28.8% of proforma net sales in 1998  compared
to  29.5%  of  net  sales  in  1999.  This  increase  is  primarily
attributable to increased delivery driver staffing at higher,  more
competitive wages.  Advertising decreased slightly as a  percentage
of net sales from 6.8% of proforma net sales in 1998 to 6.6% of net
sales  in  1999.  Other restaurant operating expenses  amounted  to
18.4%  of net sales in 1999 compared to 19.6% of proforma net sales
in  1998.  This decrease is primarily attributable to two  factors:
1)  increased  premium  sales in 1999  related  to  the  Star  Wars
promotion and 2) lower occupancy costs in 1999 through the purchase
of  previously  leased properties and the buyout or  expiration  of
leases  on closed restaurants during the last half of 1998. General
and  administrative expenses decreased from 7.6%  of  proforma  net
sales  in 1998 to 7.5% of net sales in 1999.  Proforma depreciation
and  amortization expense decreased from 4.8% of proforma net sales
in 1998 to 4.2% of net sales in 1999.

NET  EARNINGS.   Net earnings decreased $695,000 to net  income  of
$506,000  for  the  six  periods ended June 29,  1999  compared  to
proforma  net income of $1,201,000 for the six periods  ended  June
30,  1998.   The  1998 period net income included a  gain  on  life
insurance  settlement  of  $876,000.   Without  the  gain  on  life
insurance  settlement,  net earnings increased  $181,000  over  the
prior  period  due  primarily  to  the  increase  in  income   from
operations  noted  above  net  of a $26,000  increase  in  interest
expense and a $38,000 increase in minority interest in earnings  of
affiliate.

LIQUIDITY AND CAPITAL RESOURCES
-------------------------------

At  June  29, 1999 the Partnership had a working capital deficiency
of   $9,992,000  compared  to  a  working  capital  deficiency   of
$9,211,000 at December 29, 1998.  At June 29, 1999 and December 29,
1998,  Magic  was not in compliance with the fixed charge  coverage
ratio  covenant  required  by  the  outstanding  notes  payable  to
Franchise  Mortgage  Acceptance Company (FMAC).   Accordingly,  the
entire  $3,966,000 of Magic's borrowings with FMAC is reflected  in
the  current portion of long-term debt. There have been no defaults
in  making scheduled payments of either principal or interest.  The
remaining  increase in working capital deficiency is primarily  due
to  a $794,000 increase in current portion of long-term debt.   The
Partnership  routinely  operates with a  negative  working  capital
position  which  is  common in the restaurant  industry  and  which
results  from the cash sales nature of the restaurant business  and
payment terms with vendors.

The  Partnership generates its principal source of funds  from  net
cash provided by operating activities. Management believes net cash
provided  by  operating  activities and various  other  sources  of
income  will  provide  sufficient funds  to  meet  planned  capital
expenditures  for  recurring replacement of equipment  in  existing
restaurants and to service debt obligations.

NET  CASH  PROVIDED BY OPERATING ACTIVITIES.  For the  six  periods
ended  June  29,  1999,  net cash provided by operating  activities
amounted  to  $1,785,000  compared to net cash  used  by  operating
activities  of  $161,000 for the six periods ended June  30,  1998.
This increase is primarily attributable to a $1,512,000 decrease in
accounts payable in 1998.

INVESTING   ACTIVITIES.    Property  and   equipment   expenditures
represent  the  largest  investing  activity  by  the  Partnership.
Capital  expenditures for the six periods ended June 29, 1999  were
$705,000  of  which $419,000 was for replacement  of  equipment  in
existing restaurants and $286,000 was for the purchase of land  for
future development.

FINANCING ACTIVITIES.  Cash distributions declared during  the  six
periods  ended June 29, 1999 were $683,000 amounting to  $0.10  per
unit.  The Partnership's distribution objective, generally,  is  to
distribute   all   operating  revenues  less   operating   expenses
(excluding  noncash  items such as depreciation and  amortization),
capital   expenditures  for  existing  restaurants,  interest   and
principal  payments on Partnership debt, and such cash reserves  as
the managing General Partner may deem appropriate.

During  the  six  periods  ended June 29, 1999,  the  Partnership's
proceeds from borrowings amounted to $480,000 of which $300,000 was
used  to  purchase  land  for  future development.   The  remaining
$180,000  was for a short-term loan to an affiliate from  whom  the
Partnership leases a restaurant. The affiliate has a commitment  to
refinance debt related to the leased property and repay the loan to
the   Partnership  by  August  31,  1999.   Management  anticipates
spending  an additional $320,000 during the remainder of  1999  for
recurring  replacement of equipment in existing  restaurants  which
will  be  financed from net cash provided by operating  activities.
The actual level of capital expenditures may be higher in the event
of  unforeseen equipment needs or lower in the event of  inadequate
net cash flow from operating activities.

Sales  growth  in the second quarter was primarily attributable  to
the  continued success of the Big New Yorker pizza.   The  expected
increase in  sales  from  the  promotional  tie-in with  Star  Wars
never  materialized.   Since the beginning of July,  cheese  prices
have  significantly  increased and will have a negative  impact  on
margins.   This  increase was unexpected, as it is a demand  driven
increase  and not a milk supply issue.  Cheese prices are  expected
to remain at this high level for third quarter and possibly most of
fourth  quarter.   Cheese prices increased last  July  and  reached
record  levels in December and January before decreasing  to  below
normal levels in February.


YEAR 2000 COMPLIANCE
--------------------

The  Partnership has instituted a Year 2000 project to prepare  its
computer systems and communication systems for the Year 2000.   The
project  includes  identification and assessment of  all  software,
hardware  and equipment that could potentially be affected  by  the
Year  2000  issue.  The Partnership uses external agents on  nearly
all  critical applications and systems.  The external  agents  have
assured  the  Partnership  they  expect  to  be  fully  Year   2000
compatible  before  Year 2000 issues will impact  the  Partnership.
The Year 2000 compatible programs are currently being tested by the
Partnership.   The  Partnership also receives  representations  and
warranties from vendors of all new hardware and software that  such
systems are Year 2000 compliant.

The  Partnership  does  not  believe costs  related  to  Year  2000
compatibility will be material to its financial position or results
of  operations.  However, the Partnership may be vulnerable to  the
failure of external agents and critical suppliers to resolve  their
own  Year  2000  issues.  Where practicable, the  Partnership  will
assess  and  attempt  to mitigate its risks  with  respect  to  the
failure  of  these entities to be Year 2000 ready.   In  the  event
external  agents  do  not complete their Year 2000  readiness,  the
Partnership  would  be  unable  to  process  accounts  payable  and
payroll.   The  Partnership  has  contingency  plans  for  critical
applications that include, among other actions, manual workarounds,
adjusting  staffing strategies and outsourcing  applications.   The
effect, if any, on the Partnership's results of operations from the
failure  of  such parties to be Year 2000 ready is  not  reasonably
estimable.

OTHER MATTERS
-------------

The Partnership delisted from the American Stock Exchange effective
November  13, 1997 and limited trading of its units.  As a  result,
the  Partnership will continue to be taxed as a partnership  rather
than  being taxed as a corporation.  The Partnership does  offer  a
Qualified  Matching  Service, whereby the  Partnership  will  match
persons desiring to buy units with persons desiring to sell units.

The  Partnership's  earnings are affected by  changes  in  interest
rates  primarily from its long-term debt arrangements.   Under  its
current  policies,  the  Partnership does  not  use  interest  rate
derivative instruments to manage exposure to interest rate changes.
A  hypothetical 100 basis point adverse move (increase) in interest
rates along the entire interest rate yield curve would increase the
Partnership's interest expense and decrease net income  by  $63,000
over  the term of the related debt.  This amount was determined  by
considering  the impact of the hypothetical interest rates  on  the
Partnership's borrowing cost.  These analyses do not  consider  the
effects  of  the  reduced level of overall economic  activity  that
could exist in such an environment.

This report contains certain forward-looking statements within  the
meaning  of Section 27A of the Securities Act, and Section  21E  of
the  Exchange  Act  which are intended to be covered  by  the  safe
harbors  created thereby.  Although the Partnership  believes  that
the assumptions underlying the forward-looking statements contained
herein  are reasonable, any of the assumptions could be inaccurate,
and  therefore,  there can be no assurance that the forward-looking
statements  included  in this report will  prove  to  be  accurate.
Factors  that could cause actual results to differ from the results
discussed  in the forward-looking statements include, but  are  not
limited to, consumer demand and market acceptance risk, the  effect
of  economic conditions, including interest rate fluctuations,  the
impact   of  competing  restaurants  and  concepts,  the  cost   of
commodities and other food products, labor shortages and costs  and
other  risks detailed in the Partnership's Securities and  Exchange
Commission filings.



                   PART II.  OTHER INFORMATION


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

    (a)  Exhibits

         None


    (b)  Reports on Form 8-K

         During the fiscal period covered by this Form 10-Q, no
         reports on Form 8-K were filed.




                            SIGNATURE


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.


                         AMERICAN RESTAURANT PARTNERS, L.P.
                                  (Registrant)
                         By:  RMC AMERICAN MANAGEMENT, INC.
                              Managing General Partner



Date: 8/12/99            By:  /s/Hal W. McCoy
      -------                 ----------------------------
                              Hal W. McCoy
                              President and Chief Executive Officer



Date: 8/12/99            By:  /s/Terry Freund
      -------                 -----------------------
                              Terry Freund
                              Chief Financial Officer