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 28, 1999

[  ] 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 25, 1999:

            Common Stock, $0.01 par value - 24,469,413




                      NPC INTERNATIONAL, INC.



INDEX


                                                      PAGE

PART I.   FINANCIAL INFORMATION

          Consolidated Balance Sheets --
             September 28, 1999
             and March 30, 1999                         3

          Consolidated Statements of Income --
             For the Thirteen and Twenty-Six
             Weeks Ended September 28, 1999
             and September 29, 1998                     4

          Consolidated Statements of Cash Flows --
             For the Twenty-Six Weeks Ended
             September 28, 1999 and
             September 29, 1998                         5

          Notes to Consolidated Financial Statements    6

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


PART II.  OTHER INFORMATION                            17


PART I.   FINANCIAL INFORMATION
ITEM I.   Financial Statements

                      NPC International, Inc.
                    Consolidated Balance Sheets
                 (Unaudited, dollars in thousands)


ASSETS                              Sept. 28, 1999  March 30, 1999
Current assets:
 Cash and cash equivalents               $  2,891    $  4,021
 Accounts receivable, net                   1,382       1,817
 Inventories of food and supplies           3,541       2,972
 Deferred income tax asset                  3,064       3,064
 Prepaid insurance premiums                   202         963
 Prepaid rent payments                      1,644       1,486
 Prepaid expenses and other
  current assets                            1,066       1,429
   Total current assets                    13,790      15,752

Facilities and equipment, net             113,538      95,228
Franchise rights, less accumulated
 amortization of $29,221 and
 $25,122, respectively                    243,619     217,995
Goodwill, less accumulated
 amortization of $1,497 and
 $1,432, respectively                       2,643       2,708
Investments, at cost                        6,738       6,750
Other assets                                5,659       5,650
TOTAL ASSETS                             $385,987    $344,083

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
 Accounts payable                        $ 10,426    $ 12,506
 Payroll taxes                              1,828       2,046
 Sales taxes                                2,171       2,174
 Accrued interest                           3,362       3,088
 Accrued payroll                            8,852       9,042
 Income tax payable                         3,052       1,889
 Current portion of closure reserve         1,500       2,260
 Insurance reserves                         4,228       4,934
 Other accrued liabilities                  6,802       5,742
   Total current liabilities               42,221      43,681

Long-term debt                            156,200     123,500
Deferred income tax liability               4,386       4,386
Closure reserve                             5,068       5,691
Other deferred items                        5,079       5,837
Insurance reserves                          9,000       8,000

Stockholders' equity:
 Common stock, $.01 par value
  100,000,000 shares authorized,
  27,592,510 issued                           276         276
 Paid-in capital                           22,007      21,927
 Retained earnings                        164,926     153,103
                                          187,209     175,306
 Less treasury stock at cost,
  representing 3,123,931 and
  3,063,074 shares, respectively          (23,176)    (22,318)
   Total stockholders' equity             164,033     152,988

TOTAL LIABILITIES AND
 STOCKHOLDERS' EQUITY                    $385,987    $344,083

The accompanying notes are an integral part of these Consolidated
Financial Statements.

                      NPC International, Inc.
                 Consolidated Statements of Income
       (Unaudited, dollars in thousands, except share data)

                            Thirteen Weeks      Twenty-Six Weeks
                                 Ended               Ended
                         Sept. 28, 1999
                                  Sept. 29, 1998
                                           Sept. 28, 1999
                                                     Sept. 29, 1998

Net sales                  $113,494  $ 90,407  $221,170  $203,795
Net franchise revenue            --        --        --     2,114
 Total revenue              113,494    90,407   221,170   205,909

Cost of sales                31,023    24,262    57,751    54,908
Direct labor                 32,007    24,967    62,660    57,152
Other                        32,401    25,705    62,555    56,189
 Total operating expenses    95,431    74,934   182,966   168,249

Income from restaurant
 operations                  18,063    15,473    38,204    37,660

General and administrative
 expenses                     5,514     4,748    10,833    11,010
Depreciation, amortization
 and pre-opening costs        2,650     2,054     5,162     4,585

Operating income before
 facility actions             9,899     8,671    22,209    22,065
Net (gain) from facility
 actions                       (580)       --      (310)       --

Operating Income             10,479     8,671    22,519    22,065
Other income (expense):
 Interest expense            (2,770)   (1,917)   (5,142)   (5,799)
 Miscellaneous                  381       453       983       719
 Gain on recapitalization
   of Romacorp                   --        --        --    39,400

Income before income taxes    8,090     7,207    18,360    56,385

Provision for income taxes    2,830     2,521     6,423    18,549

Income before cumulative
 effect of change in
 accounting principle         5,260     4,686    11,937    37,836
Cumulative effect of change
 in accounting principle         --        --      (114)       --
Net income                 $  5,260  $  4,686  $ 11,823  $ 37,836

Earnings per share -
 basic before cumulative
 effect of change in
 accounting principle      $    .21  $    .19  $    .49  $   1.53
Cumulative effect of
 change in accounting
 principle                       --        --      (.01)       --
Earnings per share -
 basic                     $    .21  $    .19  $    .48  $   1.53

Earnings per share -
 diluted before cumulative
 effect of change in
 accounting principle      $    .21  $    .19  $    .48  $   1.51
Cumulative effect of
 change in accounting
 principle                       --        --      (.01)       --
Earnings per share -
 diluted                   $    .21  $    .19  $    .47  $   1.51

Weighted average shares
 outstanding - basic     24,511,409
                                   24,744,246
                                             24,526,070
                                                       24,751,294
Weighted average shares
 outstanding - diluted  24,884,705
                                   25,035,400
                                             24,995,721
                                                       25,136,791


The accompanying notes are an integral part of these Consolidated
Financial Statements

                      NPC International, Inc.
               Consolidated Statements of Cash Flows
                 (Unaudited, dollars in thousands)

                                        Twenty-Six Weeks Ended
                                     Sept. 28, 1999  Sept. 29, 1998

Operating Activities:

Net income                               $  11,823     $ 37,836
Non-cash items included in net income:
 Depreciation and amortization              12,851       12,129
 Net (gain)/loss from facility actions        (310)          --
Non-cash gain on recapitalization
   of Romacorp                                  --      (38,758)
Change in assets and liabilities,
  net of acquisitions and
  recapitalization:
 Accounts receivable, net                      435         (360)
 Inventories of food and supplies             (250)        (491)
 Prepaid expenses and other
  current assets                               599       (1,583)
 Accounts payable                           (2,080)      (1,980)
 Payroll taxes                                (218)          55
 Accrued interest                              274       (1,216)
 Accrued payroll                             (190)       (1,123)
 Income tax payable                          1,163       18,248
 Insurance reserves                            294          486
 Other accrued liabilities                   1,092          182
  Net cash flows provided by
   operating activities                     25,483       23,425

Investing Activities:

Net proceeds from recapitalization
 of Romacorp                                   --        99,921
Acquisitions, net of cash                  (37,275)          --
Capital expenditures                       (20,511)     (10,477)
Changes in other assets, net                (1,945)      (1,451)
Proceeds from sale of capital assets         1,196        1,424
 Net cash flows (used in) provided
  by investing activities                  (58,535)      89,417

Financing Activities:

Net change in revolving credit
 agreements                                 40,700     (104,500)
Purchase of treasury stock                  (1,111)      (1,127)
Payment of long-term debt                   (8,000)      (8,000)
Exercise of stock options                      333          170
 Net cash flows provided by (used in)
  financing activities                      31,922     (113,457)

Net Change in Cash and Cash Equivalents     (1,130)        (615)

Cash and Cash Equivalents at
 Beginning of Period                         4,021        4,548

Cash and Cash Equivalents at
 End of Period                            $  2,891       $3,933


The accompanying notes are an integral part of these Consolidated
Financial Statements.


                      NPC International, Inc.
            Notes to 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").    Romacorp,  Inc.  ("Romacorp"),   a   wholly   owned
subsidiary  of  the Company until June 30, 1998 was  recapitalized
(See  Note  3  -  Recapitalization).  These  financial  statements
include Romacorp's results of operations through the quarter ended
June 30, 1998.

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 30, 1999.

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 28, 1999 and March  30,  1999,  the
results of operations for the thirteen and twenty-six weeks  ended
September  28,  1999 and September 29, 1998, and  cash  flows  for
twenty-six weeks ended September 28, 1999 and September 29,  1998.
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  -  Acquisitions

On  February 4, 1999 the Company acquired 99 units from Pizza Hut,
Inc  ("PHI")  in  and  around  Pensacola,  Florida;  Panama  City,
Florida; Mobile, Alabama; Augusta, Georgia; and Savannah,  Georgia
for  $31 million plus an amount for cash on hand, inventories  and
certain   prepaid   items.    These   60   restaurants   and    39
delivery/carryout  units generated approximately  $58  million  in
sales  during the 52 weeks ended November 1998. The purchase price
of  this  acquisition  was funded through the Company's  revolving
credit facility and was allocated between facilities and equipment
and  franchise  rights.   Subsequent  to  completing  the  99-unit
acquisition the Company exercised its option to purchase eight  of
the certain fee simple properties formerly leased from PHI.  These
properties were acquired in August 1999 for $2.6 million.

On  July 22, 1999 the Company acquired 70 Pizza Hut units from PHI
in  and  around Tallahassee, Florida; Albany, Georgia; Huntsville,
Alabama; and Lexington, Kentucky for $33.6 million plus an  amount
for cash on hand, inventories and certain prepaid items. These  52
restaurants and 18 delivery/carryout units generated approximately
$48  million  in sales during the 52 weeks ended  May  1999.   The
purchase  price  of  this  acquisition  was  funded  through   the
Company's  revolving  credit facility and  was  allocated  between
facilities and equipment and franchise rights.


Note 3  -  Recapitalization

On  June  30,  1998 the Company completed the recapitalization  of
Romacorp  resulting  in a net pre-tax gain of $39.4  million.  The
Company's remaining minority interest is carried at cost. Romacorp
was  a  wholly  owned  subsidiary of the  Company  throughout  the
Company's first fiscal quarter ended June 30, 1998; its results of
operations through that date have been consolidated and  reflected
in  the  Consolidated Statements of Income for the  quarter  ended
June 30, 1998.


Note 4  -  Change in Accounting Principle

The Company has adopted Statement of Position 98-5 "Accounting for
Costs  of  Start-up  Activities," which required  the  Company  to
expense  pre-opening costs as incurred and to report  the  initial
adoption  as  a  cumulative  effect  of  a  change  in  accounting
principle.  Previously, the Company capitalized  costs  associated
with the opening of its restaurants and amortized those costs over
twelve months from the units' opening date.  The adoption resulted
in  a  charge  in the quarter ended June 29, 1999 of  $175,000  or
$114,000  net  of taxes to expense costs that had previously  been
capitalized prior to March 30, 1999.


Note 5  -  Earnings per Share

The  following  table  sets  forth the computation  of  basic  and
diluted  earnings  per  share before the cumulative  effect  of  a
change in accounting principle:

                            Thirteen Weeks      Twenty-Six Weeks
                                 Ended               Ended
                      Sept. 28, 1999
                               Sept. 29, 1998
                                          Sept. 28, 1999
                                                    Sept. 29, 1998
Numerator:

 Income before
 cumulative effect
 of change in
 accounting principle  $5,260,000  $4,686,000
                                          $11,937,000  $37,836,000

Denominator:

 Weighted average
 shares                24,511,409  24,744,246
                                           24,526,070   24,751,294

 Employee stock options   373,296     291,154
                                              469,651      385,497

 Denominator for diluted
 Earnings per share    24,884,705  25,035,400
                                           24,995,721   25,136,791


Earnings per share -
 basic                 $      .21  $      .19
                                           $      .49   $     1.53

Earnings per share -
 diluted               $      .21  $      .19
                                           $      .48   $     1.51


ITEM   2.   Management's  Discussion  and  Analysis  of  Financial
Condition and Results of Operations

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
Statements  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 30, 1999.


Overview - The Company is the largest Pizza Hut franchisee in  the
world  and at September 28, 1999, operated 797 Pizza Hut units  in
26  states. The Company and its franchisor, PHI, have agreed  that
the  Company  may  acquire additional Pizza Hut units  and,  as  a
result,  operate  up  to  a  total  of  1,300  units,  subject  to
availability  and  certain  conditions.   The  Company   currently
estimates  that it operates approximately 12% of the entire  Pizza
Hut system excluding licensed units.

The  Company,  through its wholly owned subsidiary, Romacorp,  was
also  the  owner/franchisor of the Tony Roma's concept,  from  its
acquisition  in June 1993 through June 30, 1998 when Romacorp  was
recapitalized.   (See  Note  3  for  information   regarding   the
recapitalization.)

Products  &  Service - 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.
Certain  of the Company's Pizza Hut units serve beer. This product
is not a significant portion of the Pizza Hut sales mix. Pizza Hut
provides  a  buffet with table service for beverages during  lunch
and  full  table  service for dinner, with delivery  and  carryout
available throughout the day.

Period  of  Operation - The Company operates on a 52  or  53  week
fiscal  year  ending the last Tuesday in March.  The fiscal  years
ending March 29, 2000 and March 30, 1999 both contain 52 weeks.

Development and Facility Actions - In the fourth quarter of fiscal
1998 the Company initiated an asset re-imaging strategy. This plan
calls  for the closure of 31 units, the consolidation of 11  units
into existing locations and the consolidation and relocation of 53
Pizza  Hut  units  to  45 new locations to redefine  trade  areas,
improve  market  presence and to upgrade certain  assets  to  more
competitive  formats. Relocated units will be  moved  to  improved
trade areas and fall into the following categories: relocation  of
delivery  units to more visible locations and formats;  relocation
of  older dine-in assets in rural markets to new prototype  units;
and  conversion of certain metro markets to main-path restaurants.
Of  the  95 units to be closed as part of this strategy, 69  units
have been closed including seven units in the current quarter  and
16  units  for  the year-to-date. Twenty-two remaining  units  are
expected  to close within the current fiscal year, and four  units
will  remain in operation. Recently, the Company has been able  to
extinguish certain lease liabilities for several closed  units  at
terms more favorable than anticipated when the estimated liability
was  initially  established. Additionally, four leases  have  been
restructured making it feasible to scrape (demolish) the  existing
building  and  rebuild  a new facility at  the  current  location,
thereby  making it unnecessary to abandon the site and  incur  the
related  closing  costs.  Furthermore, the Company  has  concluded
that  four units originally identified for closure will remain  in
operation at their current locations due to improvement  in  store
performance  and  outlook  resulting  primarily  from  surrounding
positive economic changes.  As a result of these specific  events,
the  Company has updated its estimate of the liability  needed  to
complete  the  re-imaging  strategy  and  determined  that  it  is
appropriate  to  reverse  $780  thousand  of  the  $11.4   million
impairment and loss provision recorded in March 1998.

Below  is a summary of the charges/disbursements that were planned
as  part of the 1998 impairment and loss provision related to  the
Company's re-imaging plan.

                                           Twenty-Six
                          Thirteen Weeks     Weeks          From
                              Ended          Ended          Plan
                         Sept. 28, 1999  Sept. 28,1999   Inception
(Dollars in thousands)

Beginning of period          $ 4,200       $  4,500       $11,400
Planned charges/
 disbursements                  (320)          (620)       (7,520)
(Income) expense impacts:
   Favorable changes to
     lease terms and other
     estimates                  (610)          (610)         (610)
   Modifications due to
     economic changes           (170)          (170)         (170)
    Sub-total                   (780)          (780)         (780)

Balance at
  September 28, 1999         $ 3,100       $  3,100     $   3,100


The  balance  at  September  28,  1999  is  included  in  "closure
reserves" on the Company's balance sheet and consists of long-term
estimates  of obligations to be paid subsequent to the closure  of
the  unit  and  cost  to de-identify the assets  upon  closure  as
required by the Company's franchise agreement. The amount utilized
from  plan  inception includes $5.7 million related to  impairment
and  loss  on  disposition  of  assets.  Management  believes  the
remaining  balance  is adequate to complete  the  1998  re-imaging
plan.  However,  the estimate includes assumptions  regarding  the
Company's ability to sub-lease properties and/or buy out of  lease
obligations; accordingly, actual results could differ from amounts
estimated.  Through September 28, 1999 the amounts utilized  apply
only to actions provided for in the plan.

In addition to units expected to be closed during the year as part
of  the  1998  re-imaging plan, the Company closed  and  relocated
three  units during the current quarter, and recorded a  provision
of  $200 thousand consisting of $86 thousand for assets that  were
impaired as a result of the closure decision, and $114 thousand of
de-identification costs and contractual lease carry costs, net  of
estimated  sub-rental  income. The Company also  recorded  a  $270
thousand provision in the quarter ended June 29, 1999 for facility
actions at three locations. Through September 28, 1999 the Company
has recorded $470 thousand as a provision for fiscal 2000 facility
actions.  Offsetting these charges was the $780 thousand  reversal
of  previous charges resulting in a gain from facility actions  of
$580  thousand for the quarter and $310 thousand for the  year-to-
date.

The  Company  expects  to  continue to accrue  contracted  closure
costs,  and, if appropriate, impair asset values at the  time  the
decision  to  close  a store is made.  However, closure  decisions
under  future phases of the Company's asset re-imaging  initiative
are  expected  to  be made as often as quarterly,  which  is  more
frequent than the Company's past practice. For the balance of  the
2000 fiscal year, charges for facility actions are expected to  be
similar  to  the  quarterly charges taken to date but  could  vary
depending  upon  the  number of units impacted  by  the  Company's
future strategic decisions.

Activity  with  respect to unit count during the  quarter  is  set
forth in the table below:




             FISCAL 2000 SECOND QUARTER UNIT ACTIVITY


                  Beginning  Developed  Closed  Acquired  Ending


  Restaurant          573        5       (9)      52      621
  Delivery            164        1       (7)      18      176

  Total               737        6      (16)      70      797


              FISCAL 2000 YEAR TO-DATE UNIT ACTIVITY

                  Beginning  Developed  Closed  Acquired  Ending

  Restaurant          573       14      (18)      52      621
  Delivery            162        8      (12)      18      176

  Total               735       22      (30)      70      797


Results  of Operations - The "operations summaries" set  forth  an
overview of revenue and operating expenses as a percent of revenue
for the thirteen and twenty-six weeks ended September 28, 1999 and
September  29,  1998  (dollars  in  thousands)  for  each  concept
operated by the Company. 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, franchise fees,  and  insurance
among  other costs directly associated with operating a restaurant
facility.


                       PIZZA HUT OPERATIONS
                          (Unaudited)

                            Thirteen Weeks      Twenty-Six Weeks
                                 Ended               Ended
                      Sept. 28, 1999
                                Sept. 29, 1998
                                           Sept. 28, 1999
                                                    Sept. 29, 1998
   Revenue
   Restaurant Sales       $ 88,228  $ 72,436  $ 170,897 $144,676
   Delivery Sales           25,266    17,971     50,273   36,606
      Total Revenue       $113,494  $ 90,407  $ 221,170 $181,282

   Restaurant Operating
   Expenses as a
   Percentage of Revenue:

   Total Expenses (1)
   Cost of Sales             27.3%     26.9%      26.1%    26.0%
   Direct Labor              28.2%     27.6%      28.3%    27.8%
   Other                     28.6%     28.4%      28.3%    28.0%
      Total Operating
       Expenses              84.1%     82.9%      82.7%    81.8%
   Income from
   Restaurant Operations     15.9%     17.1%      17.3%    18.2%

   Restaurant Expenses (2)
   Cost of Sales             27.4%     27.0%      26.1%    26.1%
   Direct Labor              27.1%     26.5%      27.2%    26.6%
   Other                     29.7%     29.2%      29.4%    28.8%
      Total Operating
       Expense               84.2%     82.7%      82.7%    81.5%
   Restaurant Based Income   15.8%     17.3%      17.3%    18.5%

   Delivery Expenses (3)
   Cost of Sales             27.2%     26.4%      25.9%    25.5%
   Direct Labor              32.1%     32.1%      32.3%    32.3%
   Other                     24.5%     25.3%      24.5%    25.2%
     Total Operating
       Expense               83.8%     83.8%      82.7%    83.0%
   Delivery Based Income     16.2%     16.2%      17.3%    17.0%

   (1) As a percent of total revenue
   (2) As a percent of restaurant sales
   (3) As a percent of delivery sales


Comparison of Pizza Hut Operating Results for the Thirteen and
Twenty-Six Weeks Ended September 28, 1999 with the Thirteen and
Twenty-Six Weeks Ended September 29, 1998

Revenue from the Company's Pizza Hut operations was $113.5 million
during  the  quarter, which was $23.1 million or 25.6%  above  the
$90.4 million reported in the same period last year. For the year-
to-date,  revenue  was  $221.2 million for an  increase  of  $39.9
million  or  22% over the $181.3 million reported last  year.  The
increase  in revenue for the quarter and year-to-date was  largely
due to the revenue generated by the 169 units acquired in calendar
1999.   These units recorded revenue of $23.6 million  during  the
quarter  and $38.7 million for the year-to-date. Comparable  store
sales  improvement of 2.7% for the quarter and 4% for the year-to-
date also contributed to the year over year increase in sales.

The  Company's  delivery  units generated comparable  store  sales
growth of 3.1% for the quarter and 5.1% for the year-to-date while
the  Company's restaurant units generated comparable  store  sales
growth  of  2.1%  for the quarter and 3.4% for  the  year-to-date.
Average  unit volumes for all asset types increased 4.7%  for  the
quarter  and  5.4%  for the year-to-date due to  comparable  store
sales  growth  and  the favorable impact of the  asset  re-imaging
plan.  Comparable sales improvement for the quarter  and  year-to-
date  was  primarily due to the continued success of the  Big  New
Yorker  Pizza,  which represented over 13% of  the  Company's  net
pizza sales during the quarter and year-to-date.

Cost  of  sales as a percent of revenue increased 40 basis  points
for  the  quarter compared to the same quarter of the prior  year,
primarily  due to an increase in cheese costs of approximately  8%
over  prior  years'  unusually high levels and  higher  food  cost
associated  with  the Big New Yorker Pizza. The increase  for  the
quarter was partially offset by reduced distribution costs related
to  a distribution contract entered into in January 1999. For  the
year-to-date,  cost  of  sales  as  a  percent  of   revenue   was
essentially flat. The reduced distribution costs for the  year-to-
date  has  effectively offset a year-to-date  increase  in  cheese
costs  of approximately 5%, higher food costs associated with  the
Big New Yorker Pizza and increased paper costs associated with the
Star  Wars promotion. (See Effects of Inflation and Other  Matters
for additional information on cheese and other ingredient costs.)

Direct  labor  as a percent of revenue increased 60 and  50  basis
points for the quarter and year-to-date, respectively, compared to
the  same periods of the prior year. The increase for the  quarter
was  partially  attributable to the dilutive  effect  of  the  169
acquisition  stores,  which have historically  incurred  a  higher
labor  percentage  than other Company-owned  stores  and  training
costs  incurred in the 70 units acquired in July 1999.    For  the
year-to-date  labor  costs  were impacted  by  increased  staffing
levels  and  training costs related to the Star Wars promotion  to
meet  anticipated  demand  as well as the aforementioned  dilutive
effect of acquisition stores.  (See Effects of Inflation and Other
Matters for additional information on labor costs.)

Other  operating expense as a percent of revenue increased 20  and
30  basis  points for the quarter and year-to-date,  respectively,
compared  to  the  same periods last year. The  increase  for  the
quarter  and  year-to-date was largely due to an increase  in  the
effective  royalty rate of approximately 40 basis points  for  the
quarter and year-to-date (due to the 6.5% royalty rate on the  99-
unit  and  70-unit acquisitions). The effect of this royalty  rate
structure  is expected to increase total other operating  expenses
by  45  to  55  basis  points over fiscal 1999 levels  during  the
balance  of  the  year  and will primarily  be  reflected  in  the
Company's  restaurant  units, while the Company's  delivery  units
will  not  be impacted. These increases were partially  offset  by
increased  leverage  associated  with  positive  comparable  sales
volumes and reductions in other controllable expenses.

Tony Roma's Results of Operation

As a result of the recapitalization of Romacorp effective June 30,
1998  Romacorp's results of operations are only included in fiscal
1999  results  through the date of recapitalization.   During  the
thirteen  weeks  ended June 30, 1998 restaurant sales  were  $22.5
million, and income from restaurant operations, which included net
franchise revenue, was $4.7 million.

                      TONY ROMA'S OPERATIONS
                           (Unaudited)
                      (dollars in thousands)

                                    Thirteen Weeks Ended
                                        June 30, 1998
  Revenue:
  Restaurant Sales                       $  22,513
  Franchise Revenue                          2,114
     Total Revenue                       $  24,627

  Restaurant Operating Expenses
  as a Percentage of Sales:

  Cost of Sales                              34.8%
  Direct Labor                               30.2%
  Other                                      23.5%
  Total Operating Expenses                   88.5%
  Restaurant Based Income                    11.5%
  Income from System Operations (1)          19.1%

(1) Net franchise revenue and restaurant based income as a percent
of total revenue.


General, Administrative and Other Items

General  and  administrative expenses, as a  percent  of  revenue,
declined 40 basis points for the quarter and year-to-date compared
to  the  same  periods  of the prior year  due  to  the  increased
leverage  associated  with  higher  aggregate  sales  volume   and
positive  comparable  sales  growth.  For  the  year-to-date,  the
decline   in   these  costs  in  nominal  dollars  (due   to   the
recapitalization of Romacorp) was largely offset by  the  required
field  infrastructure  additions  to  support  the  calendar  1999
acquisitions.

Depreciation,  amortization and pre-opening costs  increased  $596
thousand  or  29% and $577 thousand or 12.6% for the  quarter  and
year-to-date,  respectively, compared to the same periods  of  the
prior year. The increase for the quarter and year-to-date was  due
to  an  increase in smallwares amortization, an increase  in  pre-
opening  cost  (due  to  re-imaging plan activity)  and  franchise
rights amortization associated with acquisitions. The increase for
the   year-to-date  was  partially  offset  by  a   reduction   in
amortization  expense  as  a  result of  the  recapitalization  of
Romacorp.  Pre-opening costs in the Company's Pizza Hut operations
of  $144  thousand  and  $296 thousand were  incurred  during  the
quarter  and year-to-date, respectively, compared to $49  thousand
and $101 thousand recorded in the same periods of the prior year.

Interest  charges  for  the quarter were $853  thousand  or  44.5%
higher  than the same period of the prior year due to an  increase
in borrowings to fund the calendar 1999 acquisitions. For the year-
to-date,  average outstanding borrowings decreased from the  prior
year  as  the proceeds from the Romacorp recapitalization  reduced
debt  at  the  end  of  the last years first quarter.   The  lower
average borrowings in the current year have resulted in a decrease
in interest charges of approximately $657 thousand or 11.3%.

Miscellaneous income was $381 thousand and $983 thousand  for  the
quarter  and year-to-date, respectively, compared to $453 thousand
and  $719 thousand reported in the same periods of the prior year.
The  increase for the year-to-date was due to the gain on sale  or
disposition of assets primarily due to involuntary conversions.

Net  income  for  the quarter was $5.3 million  compared  to  $4.7
million  recorded in the same period of the prior  year.  For  the
year-to-date,  net  income  was $11.9 million  compared  to  $37.8
million reported last year.  Net income for the prior year-to-date
included  a  gain from the recapitalization of Romacorp  of  $39.4
million  on a pre-tax basis or $26.8 million, net of taxes.  Taxes
for  the  year  are  being provided at an effective  rate  of  35%
compared  to  last year's effective rate of 33%.  The  prior  year
effective tax rate would have been 35%, but was reduced due to the
weighted-average  effect of a lower tax rate associated  with  the
Romacorp recapitalization gain.


Liquidity, Capital Resources and Cash Flows

The  Company's primary source of cash is its operations.  Adjusted
for  various changes in balance sheet accounts, cash flow provided
by operating activities was $25.5 million for the twenty-six weeks
ended September 28, 1999 compared to the $23.4 million reported in
the  prior  year.  During  the  current  year-to-date,  cash  from
operations  was positively impacted by the 169 stores acquired  in
calendar  1999.   These stores, like the Company, operate  with  a
working capital deficit.  Offsetting this positive impact to  cash
flows  was  the  exclusion  of cash provided  by  operations  from
Romacorp.

Restaurant   development,  start-up  technology   investments   in
acquired stores and normal recurring capital expenditures resulted
in  $20.5 million of total capital expenditures for the twenty-six
weeks  ended September 28, 1999 compared to $10.5 million of total
capital  expenditures for the same period of the prior year.   The
increase was largely due to new store development associated  with
the Company's asset re-imaging program.

The  Company  anticipates cash flow from operations, and  capacity
under  its  existing  line of credit will be  sufficient  to  fund
continuing expansion, acquisitions and improvements and to service
debt obligations.

In addition to cash provided by operations, the Company has a $200
million  unsecured line of credit through May 2001.  At  September
28, 1999 the Company had $109 million in unused borrowing capacity
under this agreement.  Access to the unused capacity is subject to
certain limitations of the Company's debt covenants. 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.

On  July  27,  1998  the Company increased the  number  of  shares
authorized  by  the Board for re-purchase by one  million  shares.
During  the  thirteen weeks ended September 28, 1999  the  Company
purchased  92,500 shares and at September 28, 1999 875,200  shares
remained authorized for re-purchase.

During  the twenty-six weeks ended September 28, 1999 the  Company
made all scheduled principal and interest payments.


Seasonality

Pizza  Hut  sales  are  largely  driven  through  advertising  and
promotion  and  are  adversely impacted  in  economic  times  that
generally  require high cash flow from consumers such as  back-to-
school and holiday seasons.

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 on an hourly basis, changes in  rates
related to federal and state minimum wage and tip credit laws will
effect  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.

The  state  of Oregon increased the state minimum wage  rate  from
$6.00  per hour to $6.50 per hour effective January 1, 1999.   The
state of Delaware increased the state minimum wage rate from $5.15
per  hour  to $5.65 per hour effective May 1, 1999.  The state  of
Washington  increased the state minimum wage rate from  $5.15  per
hour to $5.65 per hour effective January 1, 1999 and will increase
the rate to $6.50 per hour effective January 1, 2000.  The Company
currently  operates  23,  10  and 5 Pizza  Hut  units  in  Oregon,
Delaware  and  Washington,  respectively.   The  impact  of  these
increases  on  consolidated labor costs  is  not  expected  to  be
significant.

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.  Significant changes in the price  of  cheese
have an impact on the Company's food cost as a percent of revenue.

During the quarter cheese prices were approximately 8% higher than
the unusually high costs incurred during the comparable period  of
the  prior year when cheese prices increased 30%.  Based upon  the
recent  significant  decline  in  the  cheese  block  market   and
available  forecasts, management expects the  Company  to  benefit
from  an  estimated  decline in cheese  prices  during  the  third
quarter cost of sales by 100 to 200 basis points compared  to  the
prior year.

Increases  in  interest rates would directly affect the  Company's
financial results. At September 28, 1999 approximately 46% of  the
Company's  borrowings were under long-term fixed rate  agreements.
Under   the  Company's  revolving  credit  agreements  alternative
interest rate options are available which can be used to limit the
Company's exposure to fluctuating rates.


Year 2000 Compliance

The  Company  is  in the process of evaluating and  modifying  its
computer systems and applications for Year 2000 issues. The  final
phase of a four-phase readiness program was completed as scheduled
in  December 1998. This plan included all development and  testing
of  internally  developed  systems  and  certification  of  vendor
provided  equipment and systems. During calendar 1999 the  Company
is  in  the  process  of testing and rolling out  vendor  software
upgrades.  To  date,  the  Company has  completed  all  identified
hardware  upgrades.   As  a  result  of  these  replacements   and
upgrades, these systems will be Year 2000 ready.  The Company does
not  believe  that  the costs of equipment  or  upgrades  will  be
material. Throughout 1999 the Company will continue the testing of
both  the  existing and newly developed or installed  systems  and
will evaluate any potential issues. This plan addresses all of the
Company's significant computer systems including the Point-of-Sale
("POS"),  its proprietary "back-office" system, and its  financial
reporting   system,   which  includes  sub-modules   for   various
applications such as payroll and accounts payable.

Additionally,  the Company is in the process of evaluating  third-
party  vendors for Year 2000 readiness. The Company  completed  an
inventory of its large suppliers and has mailed letters requesting
information  on  their  Year 2000 status.   Of  approximately  220
inquiries  made, 59% have been received, which includes  responses
from  vendors  the Company considers critical to  its  operations.
The  Company  has sent letters requesting status information  from
lending  and cash management banks.  Of approximately 750 inquires
sent, 97% have been received.  Responses received to date have not
identified any suppliers or banks considered to be high risk.  The
Company is continuing the process of collecting the responses from
the  suppliers and banks and will continue to follow up throughout
calendar 1999.

The  Company  is  also in the process of reviewing non-information
technology equipment. Based on information gathered to  date,  the
Company believes that any necessary upgrades or replacements  will
be  minimal and, if necessary, will be funded out of existing cash
flows from operations.

The  Company does not believe costs related to Year 2000 readiness
will  be  material  to  its  financial  position  or  results   of
operation.   However, the costs of the project  and  the  date  on
which  the  Company plans to complete the Year 2000  modifications
are  based  on  management's best estimates. These estimates  were
derived  based on numerous assumptions of future events  including
the  continued availability of resources, third party modification
plans  and  other factors. Failures by significant vendors  and/or
failure  by  the Company to satisfactorily complete it  own  plans
could adversely impact the project's cost and its completion date.
Consequently,  there  is  no assurance that  the  forward  looking
estimates  will be realized and actual costs and vendor compliance
could  be  significantly different than anticipated,  which  could
result in material financial risk.

The  failure to correct a material Year 2000 problem could  result
in  an  interruption in, or a failure of, certain normal  business
activities  or  operations.  Such failures  could  materially  and
adversely  affect  the Company's results of operations,  liquidity
and  financial condition. Due to the general uncertainty  inherent
in  the  Year 2000 problem, resulting in part from the uncertainty
of the Year 2000 readiness of third-party suppliers and customers,
the  Company is unable to provide assurance at this time that  the
consequences of Year 2000 failures will not have a material impact
on  the  Company's results of operations, liquidity  or  financial
condition.   Given  the Company's best efforts  and  execution  of
remediation,  replacement and testing, it is still  possible  that
there  will be disruptions and unexpected business problems during
the  early months of fiscal 2000.  The Company will make diligent,
reasonable  efforts  to  assess  Year  2000  readiness  and   will
ultimately develop contingency plans for business critical systems
prior  to the end of calendar 1999.  However, no contingency plans
are  being  developed for the availability of key public  services
and  utilities.  The Company is heavily dependant on the continued
normal  operations of not only key suppliers of cheese  and  other
raw materials and major food and supplies distributor, but also on
other  entities such as lending, depository and disbursement banks
and  third  party  administrators of benefit plans.   Despite  the
Company's    diligent   preparation,   unanticipated   third-party
failures,  general public infrastructure failures, or  failure  to
successfully conclude remediation efforts as planned could have  a
material  adverse  impact on the results of operations,  financial
condition  or  cash flows in 1999 and beyond.   Lack  of  publicly
available  hard  currency  or  credit card  processing  capability
supporting  the  retail sales stream could also  have  a  material
adverse  impact on the results of operations, financial  condition
or  cash  flows.  The Company's Year 2000 project is  expected  to
significantly reduce the Company's level of uncertainty about  the
Year  2000  problem  and,  in  particular,  about  the  Year  2000
readiness  of  its material external agents. The Company  believes
that,  with  the  implementation  of  new  business  systems   and
completion  of  the  project  as  scheduled,  the  possibility  of
significant interruptions of normal operations should be reduced.

Forward Looking Comments

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.
Forward  looking statements can often be identified by the use  of
forward looking terminology, such as "believes," "expects," "may,"
"will," "should,"  "could,"  "intends,"  "plans,"  "estimates," or
"anticipates," variations  of  these words or similar expressions.
Among the factors that could cause actual results to be materially
different from those described in the forward  looking  statements
are the following:  consumer demand and  market  acceptance  risk;
the  effectiveness  of  franchisor  advertising  programs, and the
overall success of the Company's  franchisor; the  integration and
assimilation of acquired restaurants;  training  and retention  of
skilled management and other restaurant  personnel; the  Company's
ability to locate  and secure  acceptable  restaurant  sites;  the
effect of economic conditions, including  interest  rate  fluctua-
tions,  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. Forward looking statements are not  guarantees
of future performance or results.

ITEM 3.  Quantitative and Qualitative Disclosure About Market Risk

The  Company  does  not  believe  it  has  any  material  exposure
associated with market risk sensitive instruments.


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 30, 1999.


ITEM 2.  Changes in Securities

None


ITEM 3.  Defaults upon Senior Securities

None


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

Our  Annual Meeting of Shareholders was held on July 13, 1999.  At
the meeting, shareholders elected three directors.

Results  of  the voting in connection with this election  were  as
follows:

Election of Directors            For        Withheld

James K. Schwartz             23,172,127     11,715
William A. Freeman            23,172,127     11,715
Michael W. Gullion            23,172,127     11,715

The  following directors were not required to stand for reelection
at  the meeting (the year in which each director's term expires is
indicated in parenthesis):

Fran D. Jabara (2000), Robert E. Cressler (2000), O. Gene Bicknell
(2001), and Michael Braude (2001).


ITEM 5.  Other Information

None


ITEM 6.  Exhibits and Reports on Form 8-K

 (a) Exhibits

     The following Exhibit is filed as part of this Report:

     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
quarter ended September 28, 1999:

     July 28, 1999  Changes in Registrant's Certifying Accountant

     July 29, 1999  Acquisition or Disposition of Assets

     8K/A  -  August 16, 1998  Changes in Registrant's  Certifying
Accountant


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: October 26, 1999
  Senior Vice President Finance         Troy D. Cook
  Chief Financial Officer
  Principal Financial Officer


DATE: October 26, 1999
  Vice President                        Alan L. Salts
   Restaurant Services
  Chief Accounting Officer