UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549
                      
                      
                      
                            FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934  For the Fiscal Quarter Ended September 24,
1996

[  ] 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 0-13007



                     NPC INTERNATIONAL, INC.
          (Exact name of registrant as specified in its charter)
                                     
                                     
                                     
     Kansas                                   48-0817298
(State of Incorporation)         (IRS Employer Identification Number)



            720 W. 20th Street, Pittsburg, KS  66762
                 (Address of principal executive offices)
                                     
                                     
Registrant's telephone number, including area code (316) 231-3390



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 [  ]
The  number  of  shares outstanding of the registrant's  class  of common

stock as of October 31, 1996:

           Common Stock, $0.01 par value - 24,696,222 xx,xxx,xxx

                                     

                                     

NPC INTERNATIONAL, INC.





INDEX




                                                      PAGE
PART I.   FINANCIAL INFORMATION
     Consolidated Balance Sheets --
        September 24, 1996 and March 26, 1996           3

    Consolidated Statements of Income --
        For the Thirteen and Twenty-Six Weeks Ended
        September 24, 1996 and September 26, 1995       4

    Consolidated Statements of Cash Flows --
        For the Thirteen and Twenty-Six Weeks Ended September 24, 1996 and
        September 26, 1995        5
        
    Notes to Consolidated Financial Statements          6

    Management's Discussion and Analysis of
        Financial Condition and Results of Operations   7


PART II.  OTHER INFORMATION                            13


                 PART I - FINANCIAL INFORMATION
                     NPC International, Inc. Consolidated Balance Sheets
      (Unaudited, dollars in thousands, except share data) <TABLE>
                                           Twenty-Six Weeks Ended
September 24, 1996 March 26, 1996
<S>                                         <C>           <C>
ASSETS
Current Assets:
  Cash and cash equivalents                 $2,814         $  1,584
  Accounts receivable, net                   2,218           10,104
  Notes receivable, net                        602              831
  Inventories of food and supplies           3,235            3,730
  Income tax receivable                        723              285
  Deferred income tax asset                  7,061           12,186
  Prepaid expenses and other
  current assets                             3,097            2,367
    Total current assets                   $19,750          $31,087

Facilities and equipment, net              106,685           93,541
Assets held for sale                         5,518            5,904

Franchise rights, net                       42,647           43,512
Goodwill                                    18,660           19,092
Other assets                                 4,378            4,693
TOTAL ASSETS                              $197,638         $197,829

LIABILITIES AND STOCKHOLDER'S
EQUITY
Current liabilities:
  Accounts payable                        $ 10,080          $10,410
  Payroll taxes                              1,338            1,647
  Accrued interest                           1,891            2,159
  Accrued payroll                            3,459            4,385
  Current portion of closure reserve           600            3,500
  Insurance reserves                         4,483            4,151
  Other accrued liabilities                  6,630            6,617
  Current portion of long-term debt            503              535
    Total current liabilities               28,984           33,404
Long-term debt                              65,339           72,793
Deferred income tax liability                3,373            3,981
Closure reserve                              5,443            4,000
Other deferred items                           200              168
Health and workers compensation reserves     6,316            6,163

Stockholders' Equity:
  Common stock, $.01 par value
  100,000,000 shares authorized,
  27,592,510 issued                            276              276
Paid-in capital                             20,995           21,829
Retained earnings                           86,484           77,016
                                           107,755           99,121
Less treasury stock at cost,
representing
  2,896,862 and 3,070,078
  shares, respectively                     (19,772)         (21,801)
  Total stockholders' equity                87,983           77,320

TOTAL LIABILITIES AND EQUITY              $197,638         $197,829

              See notes to Consolidated Financial Statements
</TABLE>


                     NPC International, Inc.
                Consolidated Statements Of Income 
         (Unaudited, dollars in thousands, except share data)
<TABLE>
                    Thirteen Weeks Ended         Twenty-Six Weeks Ended
             Sept. 24, 1996  Sept. 26, 1995  Sept. 24, 1996  Sept. 26, 1995

<S>             <C>              <C>              <C>            <C>
Net Sales         $66,996           $77,770        $137,828         159,875
Net franchise
revenue             1,574             1,269           3,144           2,631
  Total revenue    68,570            79,039         140,972         162,506

Cost of sales      18,946            23,138          38,396          47,609
Direct labor       18,794            21,589          38,287          44,539
Other              18,624            21,325          36,666          42,714
  Total operating
  expenses         56,364            66,052         113,349         134,862

Income from
restaurant
operations         12,206            12,987          27,623          27,644

General &
administrative
expenses            4,712             5,579           9,772          11,627
Operating income    7,494             7,408          17,851          16,017
Other income (expense)
Interest expense   (1,137)           (1,505)         (2,397)        (3,209)
  Other               120               116              72             33
Income before
income taxes        6,477             6,019          15,526          12,841

Provision for
income taxes        2,531             2,382           6,058           5,079

Net income          3,946             3,637           9,468           7,762

Earning per
share               $ .16             $ .15           $ .38           $ .32

Weighted average
shares-
outstanding     25,060,614       24,644,968       25,040,457     24,593,272
</TABLE>

         See notes to Consolidated Financial Statements

                     NPC International, Inc.
              Consolidated Statements Of Cash Flow
                (Unaudited, dollars in thousands)
<TABLE>
                                      Twenty-Six Weeks Ended Sept. 24, 1996
                                   Sept. 26,1995
<S>                                    <C>            <C>
Cash Flows Provided By Operating
Activities:
Net income                               $9,468         $7,762
Non-cash items included in net
income:
  Depreciation and amortization           7,844          9,630
  Deferred income taxes and other         4,517          2,511

Change in assets and liabilities,
net of acquisitions:
  Accounts receivable, net                  286          1,021
  Notes receivable, net                     229            481
  Inventories of food and supplies          495          (344)
  Income tax receivable                   (438)            818
  Prepaid expenses and other
  current assets                          (730)            899
  Accounts payable                        (330)          (342)
  Payroll taxes                           (309)          (149)
  Accrued interest                        (268)            421
  Accrued payroll                         (926)             31
  Health and workers compensation
  insurance reserves                       485           1,081
  Other accrued liabilities             (1,413)        (1,720)
     Net cash flows provided by
     operating activities               18,910         22,100

Cash Flows Used By Investing
Activities:

Capital expenditures                   (19,429)        (7,385)
Acquisition of business assets,
net of cash                                 --        (13,400)
Changes in other assets, net               439         (2,120)
Proceeds from sale of capital
assets                                   7,600          2,547
  Net cash flows used by investing
  activities                           (11,390)       (20,358)

Cash Flows Used By Financing
Activities:

Payments of special dividend                 --        (5,213)
Purchase of treasury stock                (100)           --
Net change in revolving credit
agreements                                2,225       (13,900)
Proceeds from issuance of long-
term  debt                                   --        20,000
Payment of long-term debt               (9,711)        (6,012)
Exercise of stock options                 1,296            41
  Net cash flows used by financing
  activities                            (6,290)        (5,084)


Net Change In Cash And Cash
Equivalents                              1,230         (3,342)

Cash And Cash Equivalents At
Beginning Of Period                      1,584          9,971

Cash And Cash Equivalents At End
Of Period                               $2,814         $6,629

              See notes to Consolidated Financial Statements
</TABLE>


                     NPC International, Inc.
           Notes to Condensed Consolidated Financial Statements
                                (Unaudited)
                                     
                                     
Note 1- Basis Of Presentation

The   financial   statements  include  the   accounts   of   NPC
International,  Inc.  and  its wholly  owned  subsidiaries  (the Company).
All   significant   intercompany   balances            and
transactions are eliminated.

The   accompanying  unaudited  financial  statements  have  been
prepared   in  accordance  with  generally  accepted  accounting principles
for  interim  financial  information  and  with  the instructions  to  Form
10-Q and Article 10  of  Regulation  S-X promulgated   by   the
Securities  and  Exchange   Commission.
Accordingly,  they  do not include all of  the  information  and footnotes
required by generally accepted accounting  principles for    annual
financial  statement  reporting  purposes.   These
statements  should  be read in conjunction  with  the  financial statements
and notes contained in the Company's annual report on Form 10-K for the
fiscal year ended March 26, 1996.

In   the  opinion  of  management,  the  accompanying  unaudited
consolidated  financial statements contain all normal  recurring
adjustments  necessary to present fairly the financial  position of  the
Company as of September 24, 1996 and March 26, 1996, and the  results  of
operations and cash flows for the thirteen  and twenty-six  weeks  ended
September 24, 1996  and  September  26,
1995.   Results  for  the interim periods  are  not  necessarily indicative
of the results that may be expected for  the  entire fiscal year.
Certain  reclassifications have been  made  to  the  prior  year statements
to conform with the current year presentation.
Note 2 - Cash Flows
There  were  cash  payments for income taxes of  $1,619,000  and $2,300,000
in the twenty-six weeks ended September 24, 1996  and September 26, 1995
respectively.  Cash paid for interest for the twenty-six weeks ended
September 24, 1996 and September 26, 1995 was $1,405,000 and $2,800,000,
respectively.
Note 3 - Recapitalization
On  August 8, 1995, the stockholders of NPC International,  Inc. approved
and adopted two amendments to the Company's Amended and Restated Articles
of Incorporation to allow for the payment of a dividend  to  the  holders
of the Class A common  stock  and  to subsequently  reclassify and convert
the outstanding  shares  of Class  A  common stock and Class B common stock
into  a  single class   of  new  common  stock.   To  compensate  the
Class   A stockholders  for the relinquishment of their voting  rights,  a
special  dividend  of  $0.421875 per  Class  A  share  was  also approved
for stockholders of record as of August 8,  1995,  and was  paid  August
30, 1995.  For additional information,  please refer  to  the  Company's
proxy statement for  the  1995  Annual Meeting.


NPC International, Inc.
Management's Discussion and Analysis
of Financial Condition and Results of Operations

The discussions set forth in this Form 10-Q may contain forwardlooking
comments.   Actual results of the Company's  operations could  materially
differ from those indicated  in  the  forwardlooking comments.  The
difference could be caused by a number of factors,  including,  but not
limited to,  changes  in  consumer demand,  market  acceptance  of new
products,  changes  in  the general economy (including changes in interest
rates), increased competition   from   existing  restaurants   and/or
from                                                         the
development of new concepts, fluctuations in the prices  of  the
commodities  and other food products used by the Company,  labor shortages,
fluctuations  in  labor  costs  and  other   factors detailed  in the
Company's public filings.  Readers are strongly encouraged to consider
these factors when evaluating any forwardlooking comments concerning the
Company.

The  information contained in this Management's  Discussion  and Analysis
of Financial Condition and Results of Operations should be  read in
conjunction with the Notes to Consolidated Financial Statement  included in
this Form 10-Q and the audited  financial statements   and   notes  thereto
together  with   Management's Discussion  and Analysis of Financial
Condition and  Results  of Operations  incorporated by reference in  the
Company's  Annual Report on Form 10-K for the year ended March 26, 1996.

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

Overview  -  The Company is the largest Pizza Hut franchisee  in the
world.   Through Romacorp, Inc. a wholly owned  subsidiary, the  Company is
the owner/franchisor of Tony Roma's, the  casual
theme  restaurant famous for ribs.   Romacorp, Inc. was acquired
in June 1993.

Products  - Pizza Hut's main product is high quality, innovative and
moderately priced pizza.  Additionally, the  menu  contains pasta,
sandwiches, salad bar and a luncheon buffet.

Tony  Roma's  is a casual theme restaurant that is  "Famous  for Ribs".
The restaurant's signature products are baby back  ribs with  a  mild tangy
sauce and deep fried onion loafs.  The  menu also  includes  spare ribs
with three sauce varieties,  chicken, seafood,  soups,  salads,
appetizers,  a  children's  menu  and dessert.

Each of the Company's concepts serve beer and/or other alcoholic beverages.
These products are not a significant portion of  the sales mix at Pizza
Hut, however, they comprise approximately 11% of sales at Tony Roma's.

Service  -  Pizza Hut provides a buffet with table  service  for beverages
during lunch and full table service for dinner,  with delivery  and  carry-
out  available throughout  the  day.   Tony Roma's  offers a fully staffed
dining experience throughout  the day and evening.

Period  of Operation - The Company operates on a 52 or  53  week fiscal
year ending the last Tuesday in March.

Development

Activity  with respect to unit count is set forth in  the  table below:
<TABLE>
                           SYSTEM UNIT ACTIVITY
                                     
                            1997 SECOND QUARTER
               Beginning  Developed Acquired  Closed    Sold  Ending
Company Owned
Pizza Hut
<S>                 <C>      <C>     <S>       <C>       <S>    <C>
  Restaurant        281       3      ----       (2)      ----   282
  Delivery           93       2      ----       (2)      ----    93
          Total     374       5      ----       (4)      ----   375
Pizza Hut
Tony Roma's *        31       4      ----       (1)      ----    34
          Total     405       9      ----       (5)      ---    409
Company Owned
Franchised
    Tony Roma's     139       3      ----       (6)      ---    136
*
Total System        544      12      ----      (11)      ----   545

                       1997 YEAR-TO-DATE
               Beginning   Developed Acquired  Closed   Sold   Ending
Company Owned
Pizza Hut
  Restaurant        279       5      ----       (2)      ----   282
  Delivery           93       2      ----       (2)      ----    93
    Total Pizza     372       7      ----       (4)      ----   375
Hut
Tony Roma's *        33       5      ----       (4)      ----    34
          Total     405      12      ----       (8)      ----   409
Company Owned
Franchised
    Tony Roma's     142       8      ----      (14)      ----   136
Total System        547      20      ----      (22)      ----   545
*  Does not include two units operated as joint ventures by the
Company
</TABLE>


Pizza  Hut opened four new units and one relocation unit  during the
quarter.  On a year-to-date basis, Pizza Hut has opened six new  units, net
of relocations, and expects to fulfill its  goal of  fifteen  new units by
the end of this fiscal year  seven  to eight  of which will be "small town"
units.  Specifically, Pizza Hut  is  targeting five new units and four
relocation units  for its third fiscal quarter and four new units and three
relocation units in its fourth fiscal quarter.  Pizza Hut closed five units
during  the  quarter, one of which was relocated.  Operation  of older
units  that  are  no longer economically  justifiable  is discontinued or
the unit is relocated.

On  October 2, 1996, the Company announced the acquisition of 31 Pizza  Hut
units and related territories from R&W Pizza Huts  of North  Carolina,
Inc.  The 28 restaurants  and  three  delivery units are located in and
around Fayetteville, North Carolina and produce  average  sales  volumes of
$780,000  per  store.   The transaction closed on October 31, 1996.

Tony Roma's opened four new units during the quarter for a total of  five
new units on a year-to-date basis.  The Company expects to  meet  its goal
of twelve new restaurants and two relocations for  fiscal  1997.
Specifically, Tony Roma's is targeting  four new  units and one relocation
in the third quarter and three new units  and  one  relocation in the
fourth  fiscal  quarter.  In
conjunction  with  the restaurant closing strategy,  implemented during
the  fourth quarter of fiscal 1996, one unit was  closed during  the
quarter for a total of five on a year-to-date basis. One  unit will be
closed in the third quarter and another  store will be relocated.  The
final store relocation will occur in the fourth  fiscal  quarter.  The
Company recorded  a  $3.5  million charge in the fourth quarter of fiscal
1996 to reserve for these closures.

The Company continued to strengthen the quality of the franchise system  by
eliminating poor performing franchisees, closing  14 stores to date.  Of
the eight franchised units that have opened, seven are international and
one is domestic.

Results of Operations - Set forth below, at the beginning of the section
discussing the results of operations for  each  concept operated  by  the
Company, is a table of revenues and  operating expenses, as a percent of
revenues for the thirteen and  twentysix  weeks  ended  September 24, 1996
and  September  26,  1995 (dollars in thousands).  Cost of sales includes
the cost of food and  beverage products sold.  Direct labor represents the
salary and  related  fringe  benefit costs associated  with  restaurant
based   personnel.   Other  operating  expenses  include   rent,
depreciation,  advertising, utilities,  supplies  and  insurance among
other   costs  directly  associated  with  operating   a
restaurant facility.
<TABLE>
                      PIZZA HUT OPERATIONS
                          (Unaudited)
               Thirteen Weeks Ended  Twenty-Six Weeks Ended
                Sept. 24,1996  Sept. 26, 1995  Sept. 24,1995  Sept. 26, 1996 <S>
  <C>              <C>          <C>                                 <C>
  Restaurant Sales    $39,380          $41,338       $80,932         $86,562
  Delivery Sales       12,064           12,822        25,087          26,871
  Franchise Revenue       --                 8           --               11
  Total Revenue       $51,444          $54,168      $106,019        $113,444
Restaurant Operating
Expenses as a
Percentage
of Revenue:

Total Expenses
  Cost of Sales         26.6%           25.9%          26.1%           26.2%
  Direct Labor          26.9%           26.9%          26.8%           26.8%
  Other                 28.2%           26.0%          26.8%           25.5%
    Total Operating
    Expenses            81.7%           78.8%          79.7%           78.5%
Restaurant Income       18.3%           21.2%          20.3%           21.5%

Restaurant Expenses
  Cost of Sales        26.8%            26.2%          26.3%           26.5%
  Direct Labor         25.4%            25.5%          25.4%           25.5%
  Other                28.5%            26.2%          27.1%           25.7%
    Total Operating
    Expense            80.7%            77.9%          78.8%           77.7%
Restaurant Income      19.3%            22.1%          21.2%           22.3%

Delivery Expenses
  Cost of Sales        25.9%            25.1%          25.5%           25.4%
  Direct Labor         32.0%            31.5%          31.3%           31.1%
  Other                27.0%            25.4%          25.7%           24.9%
  Total Operating
  Expense              84.9%            82.0%          82.5%           81.4%
Restaurant Income      15.1%            18.0%          17.5%           18.6%
</TABLE>


Comparison of Pizza Hut Operating Results for the Thirteen   and
Twenty-Six Weeks Ended
September 24, 1996 and September 26, 1995

Revenue  from  Pizza Hut Operations was $51.4  million  for  the
quarter,  a decrease of $2.7 million or 5% from the prior  year. For  the
year-to-date,  revenue was  $106  million,  down  $7.4 million  or  6.5%
from a year ago.  Comparable sales  decreased 6.6%  for the quarter and
8.3% for the year-to-date largely  due to  the  successful introduction of
stuffed crust pizza  in  the first quarter of last year.  The decrease in
stuffed crust sales is  typical  of sales fluctuations associated with  new
product introductions  and  is  not considered indicative  of  declining
demand for the company's standard product line of quality  pizza products.
Excluding stuffed crust sales, total revenue for  the quarter and year-to-
date was 5% and 8% higher than last year.

Cost  of  sales  as  a percent of revenue increased  from  25.9%
during the same quarter last year to 26.6% for this  year.  On a year-to-
date basis cost of sales decreased slightly  from      26.2%
to  26.1%.   The  increase for the quarter  is  due  largely  to increased
cheese prices that averaged 19% higher than during the same  quarter  last
year.  For the year-to-date,  cheese  prices averaged 14% higher than a
year ago.  However, cost of sales  as a percent of revenue, is slightly
lower than last year  due  to
the  higher  cheese  content  of stuffed  crust  pizza  and  its
promotional  pricing that was in effect during its introduction. (See
Effects  of  Inflation and Other  Matters  for  additional information on
cheese costs.)

Direct labor as a percent of revenue remained flat at 26.9%  for the
quarter  and  26.8% for the year-to-date despite  decreased sales.  This
result was achieved with lower sales volume because
of  the  of  the  higher labor cost incurred on the  more  labor intensive
stuffed  crust product during the same  periods  last year.
Other  operating expenses increased as a percentage of sales  to 28.2%  for
the quarter and 26.8% for the year-to-date from 26.0% and 25.5% for the
same periods of the prior year.  This increase is primarily due to the
increase in the royalty rate paid to the Company's   franchisor   as
disclosed  in   previous   filings. Effective  July  of  1996  the royalty
rate  increased  from  an effective  rate  of     2.26% to 4.0%.  Also
contributing  to  the
increase in these costs as a percent of sales was the effect  of lower
sales volumes on these largely fixed costs.
<TABLE>
                      TONY ROMA'S OPERATION
                                (Unaudited)
                        Thirteen Weeks      Twenty-Six Weeks Ended
                             Ended
                        Sept.      Sept.  Sept. 24,  Sept. 26,
Sept. 24, 1996  Sept. 26, 1995  Sept. 24, 1996  Sept. 26, 1995
Revenue
  <S>                  <C>             <C>             <C>             <C>
  Restaurant Sale      $15,552         $11,885         $31,809         $23,279
  Franchise Revenue      1,574           1,242           3,144           2,552
  Total Revenue        $17,126         $13,127         $34,953         $25,831

   Restaurant Operating
   Expenses as a Percentage
   of Revenue
   Cost of Sales         30.7%           31.7%           30.8%           31.7%
   Direct Labor          28.9%           28.1%           28.1%           27.9%
   Other                 24.2%           25.6%           23.8%           25.2%
     Total Operating
     Expenses            83.8%           85.4%           82.7%           84.8%
   Restaurant Income     16.2%           14.6%           17.3%           15.2%
</TABLE>
Comparison of Tony Roma's Operating Results for the Thirteen and
Twenty-Six Weeks Ended
September 24, 1996 and September 26, 1995

Sales  for the quarter increased $3.7 million or 30.9% over  the
same period last year.  On a year-to-date basis, sales were $8.5 million or
36.6% greater than last year.  The increase is due to comparable sales
increases for the quarter of 1.1% and 3.2%  for stores  open  greater than
12 months and 18 months respectively. For the year-to-date comparable sales
on a 12 and 18 month basis increased  2.4% and 2.9% respectively.  New
units opened  within the last twelve months contributed sales of $4.9
million for the quarter  and $10 million for the year-to-date while the
closure of five units accounted for sales reductions of $1.3 million for
the quarter and $2.0 million for the year-to-date.

Net  franchise revenue increased over last year by  $332,000  or 26.7%  for
the quarter and $592,000 or 23.2% for  the  year-todate.   This  increase
is  due to  the  sale  of  international franchise  rights, and franchisee
openings, seven of which  were in  international locations.  Additionally,
royalty  revenue  is higher  than  last  year and the associated  costs,
principally related  to  a lower provision for bad debts, have been
reduced due  to  a franchise system that continues to strengthen through
the  close  of lower volume and delinquent franchised operations and the
addition of new higher volume locations.

Cost of sales as a percent of revenue decreased to 30.7% for the quarter
and 30.8% year-to-date from 31.7% for the same  periods last year.  The
decrease is primarily the result of the November
1995  price  increase which more than offset a 2.8% increase  in the  cost
of ribs from September 1995 to September 1996.   (See Effects   of
Inflation  and  Other  Matters   for                  additional
information on rib costs.)

Direct  labor  increased to 28.9% and 28.1% of revenue  for  the quarter
and year-to-date respectively, from 28.1% and 27.9%  for the  same  periods
last year.  The increase is  attributable  to higher  labor  cost
associated with the  opening  of  four  new restaurants  during  the
quarter.   Additionally,   a   natural inefficiency occurs during the first
three to six  months  of  a new store operation.

Other  operating expenses as a percent of revenues decreased  to 24.2% for
the quarter from 25.6% a year ago, and to           23.8%  on  a
year-to-date basis from 25.2% last year.  The decrease from yearto-year  is
due to the replacement of lower volume stores  with higher  volume  units
that more fully leverage  these  primarily fixed  costs.   Historically,
the second quarter produces  lower sales volume than the first, causing the
expense as a percent of revenue  to be higher for the quarter than the year-
to-date  for both years presented.

Consolidated Results

Comparison  of Consolidated Operating Results for  the  Thirteen and Twenty-
Six Weeks Ended
September 24, 1996 and September 26, 1995

As  reported in the Company's Annual Report on Form 10-K for the year
ended March 26, 1996, Skipper's, Inc., a formally  whollyowned  subsidiary,
was  sold  effective  March  25,  1996             and
therefore,  no results of Skipper's operations are reflected  in the
Company's financial statements for the current year.  During the  thirteen
and  twenty-six weeks ended  September  26,  1995 Skipper's,  Inc.
recorded revenues of $11.7 million  and  $23.2 million,  total  operating
expenses of $12.1 million  and  $23.8 million,  and a loss from restaurant
operations of $396,000  and $614,000  respectively.  The sale of Skipper's,
Inc.  closed  on May 14, 1996.

Total  consolidated  revenue was $68.5 million,  down  13.2%  or $10.5
million from the $79.0 million recorded during  the  same quarter last
year.  For the year-to-date, revenue declined       13.3%
or  $21.5  million  from $162.5 million to $141  million.   This decrease
is largely due to the loss of revenue from the sale  of Skipper's Inc. in
the fourth quarter of fiscal 1996.

Consolidated income from restaurant operations was $12.2 million or 17.8%
of revenue for the quarter compared to $13.0 million or 16.4%  last  year.
For the year-to-date, income from restaurant operations  was  $27.6 million
or 19.6% of revenue  compared  to $27.6  million  or  17.0%  last year.
Income  from  restaurant operations,  as  a percent of revenue, improved
from  the  prior year  despite  increased  cheese costs and  franchise
fees  and comparable  sales declines in the Company's Pizza Hut  division.
This improvement was achieved due to improved margin performance at Tony
Roma's and reduced operating losses from the divestiture of Skipper's.

General  and administrative costs have been reduced due  to  the sale  of
Skipper's.  Additionally, these costs are being  better leveraged by the
remaining operations.  For the quarter, general and  administrative
expenses decreased 15.5% or $867,000 to              6.9%
of  revenue, compared to 7% of revenue last year.  On a year-todate basis,
general and administrative expenses are down 16%  or
$1,855,000 to 6.9% of revenue from 7.2% last year.
The  sales proceeds from the divestiture of Skipper's  and  debt reductions
from  the  previous three  quarters  resulted  in  a decrease  of  $368,000
and $812,000 in net interest charges  for the  quarter  and year-to-date.
Net income for the quarter  was $3,946,000 or 5.8% of revenue for an
increase of 8.5%  from  the $3,637,000  or  4.6% of revenue for the same
period  last  year. Year-to-date net income was $9,468,000 or 6.7% of
revenue for an increase of 21.9% from the $7,762,000 or 4.8% of revenue for
the same  period last year.  The effective tax rate for the  quarter and
year-to-date was 39% compared to 39.55% for the same periods last year.
Because   of  improved  efficiencies  and  reduced   losses   at Skipper's,
net income after taxes improved 31.65% overall.

Liquidity, Capital Resources and Cash Flows

The  Company's  primary source of cash is its  operations.   Net
income, adjusted for non-cash charges increased $1.9 million  or 9.6%  over
the  prior year to $20.8 million on  a  year-to-date basis  due  to
increased earnings and tax benefits derived  from the  realization of a
deferred tax asset established  in  fiscal 1996 related to the sale of
Skipper's Inc.  Adjusted for various changes  in  balance  sheet accounts,
cash flow  from  operating activities was $18.9 million compared to $22.1
million  for  the same period of the prior year.

In  addition to cash provided by operations, the Company  has  a $50
million unsecured line of credit through December 13, 1998. At  September
24,  1996, the Company had $37 million  available borrowing capacity under
this agreement.  The acquisition of R&W Pizza  Huts  of North Carolina,
Inc., which closed  October  31, 1996,  was  funded  through the line of
credit and  availability under  this  facility declined accordingly on the
closing  date. Predominately cash sales and rapid inventory turnover allow
the Company to use all available cash to reduce borrowings under its line
of  credit.   The low requirement for the  maintenance  of current  assets,
combined  with  credit  from  trade  suppliers produces  a  working capital
deficit, which is  consistent  with past experience.

The Company also has $30 million in available borrowing capacity under  a
"shelf" facility with a major insurance company.             The
Company  may  borrow  under  this  agreement,  at  the  lender's
discretion, through June 27, 1997.

During  the  twenty-six  weeks ended  September  24,  1996,  the Company
made all scheduled principal and interest payments  and reduced borrowings
under the line of credit.

Restaurant development at Tony Roma's and Pizza Hut, in addition to  normal
recurring capital expenditures,  resulted  in  $19.4 million  of  total
capital expenditures  for  the  year-to-date compared  to $20.8 million of
capital expenditures for the  same period  a year ago, which included $13.4
million related to  the acquisition of 23 Pizza Hut units.  Investing
activities for the current quarter also included the receipt of $7,600,000
from the sale of Skipper's, Inc.

The Company anticipates cash flow from operations and additional borrowings
will be sufficient to fund continuing expansion  and improvements, to
service debt obligations and to make additional acquisitions of restaurants
and concepts.

Seasonality

As  a  result of the diversification of its restaurant concepts, the
Company has not experienced significant seasonality in  its sales.   Tony
Roma's sales are traditionally higher from January to  March  due  to  an
increase in the vacation  and  part  time residence  activity  in  the
desert  and  beach  areas  where  a significant   number  of  the
Company's  units   are   located. Correspondingly these areas see a
decrease in traffic during the warmer months of July through September.

As   Tony   Roma's  becomes  a  more  significant   portion   of
consolidated sales, the seasonal nature of their operations will have  more
significant influence on the seasonal cycles  of  the consolidated sales
volume.

Effects of Inflation

Inflationary factors such as increases in food and  labor  costs directly
affect the Company's operations.  Because most  of  the Company's employees
are paid hourly rates related to federal and state  minimum wage and tip
credit laws, changes in  these  laws will  result  in  increases in the
Company's labor  costs.                                      The
Company cannot always effect immediate price increases to offset higher
costs and no assurance can be given that the company will be able to do so
in the future.

Cheese represents approximately 40% of the cost of a pizza.  The price  of
this  commodity changes throughout the  year  due  to changes  in  demand
and  supply  resulting  from  school  lunch programs,  weather and other
factors.  Baby back ribs  represent approximately 28% of the menu mix at
Tony Roma's.  Because  ribs are  a  by-product of pork processing, their
price is influenced largely by the demand for boneless pork.  Significant
changes in the  prices  of  these commodities would have an impact  on  the
company's food cost as a percent of revenue

Increases  in interest rates would directly affect the Company's financial
results.   Under the line of  credit  agreement,  the company may select
among alternative interest rate options  with terms  up  to  six  months in
length to reduce its  exposure  to fluctuating interest rates.

Other Matters

Safe Harbor -- The statements under "Management's Discussion and Analysis
of Financial Condition and Results of Operations"  and other statements
which are not historical facts contained herein are   forward   looking
statements  that  involve   risks                            and
uncertainties, including but not limited to, consumer demand and market
acceptance  risk,  the effect  of  economic  conditions, including
interest  rate fluctuation, 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 Company's Securities and
Exchange Commission filings.

Revisions in the current minimum wage laws increased the minimum wage  from
$4.25 to $4.75 per hour on October 1, 1996,  with  an additional increase
to $5.15 per hour on October 1,  1997.                       The
minimum  wage  for tipped employees will remain  unchanged,  but employers
will be required to adjust the employees compensation to  minimum wage if
tips received are not sufficient, which  has been    the   Company's
practice   historically.    Management anticipates the impact of these
changes will initially  increase labor cost as a percent of sales by
approximately one-half of  a percentage  point  at  Pizza Hut and  Tony
Roma's.   Upon  full implementation  in October 1997, labor cost,  as  a
percent  of
sales,  are  expected to be approximately one  percentage  point higher
than current levels for both Pizza Hut and Tony  Roma's. These estimates
are made without consideration of the impact  of future menu price
increases and other strategies.
Cheese  costs at Pizza Hut are expected to remain at or slightly higher
than current levels through the third quarter with relief anticipated  in
the  fourth quarter.  However,  fourth  quarter costs,  although lower than
current costs, are  expected  to  be approximately 10% to 15% higher than
last year.  Tony  Roma  rib costs are projected to be approximately 14% to
18% higher in the third       quarter  of the current year compared to last
year  with
fourth quarter cost higher than last year by an estimated 22% to 25%.

In  response  to  the above factors, management has  implemented menu price
increases at both concepts.  In late September, Pizza Hut initiated a
weighted average 2% price increase.  Significant items      effected
include the base price of a cheese  pizza,  and
increased  lunch  buffet price.  Due to promotional  pricing  on selected
items,  approximately  one-half  of  the  increase  is expected to be
realized.  Tony Roma's increased their menu price by   2.8%  on  October
14,  1996.  Management  anticipates  this
increase  will fully offset the wage and commodity increases  as currently
estimated.

PART II. OTHER INFORMATION

Item 1.  Legal Proceedings

There  have  been  no material changes in the legal  proceedings
reported  in  the Company's Annual Report on Form 10-K  for  the year ended

March 26, 1996.

Item 2.  Changes in Securities

None

Item 3.  Defaults upon Senior Securities

None

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

(a)  The Annual Meeting of Stockholders was held on August 27, 1996.

     (b)  Proxies were solicited by the Company pursuant to Regulation  14
     under the Securities Exchange Act  of  1934,  there  was no
solicitation in opposition  of  the nominees as listed in the proxy
statement, and  all  such nominees were elected pursuant to the vote of the
stockholders.

Item 5.  Other Information

None

Item 6. Exhibits and Reports on Form 8-K

  (a)  Exhibits.  The following exhibits are included  with  this
       report:
         The following Exhibits are filed as part of this Report:
        Exhibit  11 - Statement Regarding Computation of Per  Share
       Earnings - Page 16.

      Exhibit 27 - Financial Data Schedule
(b)   Reports on Forms 8-K  (incorporated by reference)
      The  following  reports on Form 8-K were filed  during  the thirteen
      weeks ended September 24, 1996.
      October  7, 1996 - Announcement of the Acquisition  of  R&W

      Restaurants of North Carolina, Inc.

      

      

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.


                         NPC INTERNATIONAL, INC.
                              (Registrant)
DATE: November 7, 1996                Troy D. Cook
 Vice President Finance and
 Chief Financial Officer
 (Principal Financial Officer)


DATE: November 7, 1996                Alan L. Salts
 Corporate Controller and
 Chief Accounting Officer
 (Principal Accounting Officer)
<TABLE>

                             Exhibit 11
                       NPC INTERNATIONAL, INC.
                             Statement Regarding Computation of Per Share
                             Earnings (Unaudited)
                             
                        Thirteen Weeks Ended  Twenty-Six Weeks Ended
Sept. 24, 1996  Sept. 26, 1995  Sept. 24, 1996   Sept. 26, 1995
 Shares outstanding
 at the beginning of
 <S>              <C>             <C>             <C>              <C>
period           $24,669,723     $24,507,324     $24,522,432      $24,505,324
                                     
   Weighted average of
   shares issued
   during period       18,039           2,637         131,780            2,374

   Assuming exercise of
   options and warrants
   reduced by the number
   of shares which
   could have been
   purchased with the
   proceeds from
   exercise            372,852         135,007         386,245          85,574

   Shares outstanding for
   computation of per
   share earnings   25,060,614      24,644,968       25,040,457     24,593,272
                                     
   Net income       $3,946,000      $3,637,000       $9,468,000     $7,762,000
   Earnings per
   share                 $ .16           $ .15            $ .38          $ .32

   FULLY DILUTED
   Shares outstanding
   at beginning of
   period           24,669,723      24,507,324       24,522,432     24,505,324

   Weighted average of
   shares issued
   during period        18,039           2,637          131,780          2,374

   Assuming exercise of
   options and warrants
   reduced by the number
   of shares which could
   have been purchased
   with the proceeds from
   exercise            372,852         144,131          386,245        103,529

   Shares outstanding for
   computation of per
   share earnings   25,060,614      24,654,092       25,040,457     24,611,227

   Net income       $3,964,000      $3,637,000       $9,468,000     $7,762,000

   Earnings per share    $ .16           $ .15            $ .38          $ .32
</TABLE>