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
December 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 January 19, 2000:

            Common Stock, $0.01 par value - 22,431,280






                      NPC INTERNATIONAL, INC.



INDEX


                                                      PAGE

PART I.   FINANCIAL INFORMATION

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

          Consolidated Statements of Income --
             For the Thirteen and Thirty-Nine
             Weeks Ended December 28, 1999 and
             December 29, 1998                          4

          Consolidated Statements of Cash Flows --
             For the Thirty-Nine Weeks Ended
             December 28, 1999 and December 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                              Dec. 28, 1999  March 30, 1999
Current assets:
 Cash and cash equivalents               $  4,112    $  4,021
 Accounts receivable, net                   1,124       1,817
 Inventories of food and supplies           3,323       2,972
 Deferred income tax asset                  3,064       3,064
 Prepaid insurance premiums                 1,470         963
 Prepaid rent payments                      1,575       1,486
 Prepaid expenses and other
  current assets                              915       1,429
   Total current assets                    15,583      15,752

Facilities and equipment, net             118,323      95,228
Franchise rights, less accumulated
 Amortization of $31,413 and $25,122,
 respectively                             241,488     217,995
Goodwill, less accumulated amortization
 of $1,530 and $1,432, respectively         2,611       2,708
Investments, at cost                        6,738       6,750
Other assets                                5,703       5,650
TOTAL ASSETS                             $390,446    $344,083

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
 Accounts payable                        $ 10,795    $ 12,506
 Payroll taxes                              1,631       2,046
 Sales taxes                                2,315       2,174
 Accrued interest                           2,070       3,088
 Accrued payroll                            7,065       9,042
 Income tax payable                         4,094       1,889
 Current portion of closure reserve         1,500       2,260
 Insurance reserves                         4,762       4,934
 Other accrued liabilities                  7,073       5,742
   Total current liabilities               41,305      43,681

Long-term debt                            172,600     123,500
Deferred income tax liability               4,386       4,386
Closure reserve                             4,733       5,691
Other deferred items                        4,969       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                           22,079      21,927
 Retained earnings                        169,660     153,103
                                          192,015     175,306
 Less treasury stock at cost,
  representing 5,022,605 and
  3,063,074 shares,
  respectively                            (38,562)    (22,318)
   Total stockholders' equity             153,453     152,988

TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY                     $390,446    $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           Thirty-Nine
                              Weeks Ended         Weeks Ended
                        Dec. 28, 1999
                                 Dec. 29, 1998
                                             Dec. 28, 1999
                                                     Dec. 29, 1998

Net sales                $  114,544 $  89,429 $ 335,714 $ 293,224
Net franchise revenue            --        --        --     2,114
 Total revenue              114,544    89,429   335,714   295,338

Cost of sales                30,123    25,464    87,874    80,372
Direct labor                 32,601    24,593    95,261    81,745
Other                        32,707    25,048    95,262    81,237
 Total operating expenses    95,431    75,105   278,397   243,354

Income from restaurant
 operations                  19,113    14,324    57,317    51,984

General and administrative
 expenses                     5,613     4,639    16,446    15,649
Depreciation, amortization
 And pre-opening costs        2,767     2,073     7,929     6,658

Operating income before
 facility actions            10,733     7,612    32,942    29,677
Net facility action charges     500       --        190        --

Operating Income             10,233     7,612    32,752    29,677
Other income (expense):
 Interest expense            (2,955)   (2,030)   (8,097)   (7,829)
 Miscellaneous                    8       401       991     1,120
 Gain on recapitalization
 of Romacorp                     --        --        --    39,400

Income before income taxes    7,286     5,983    25,646    62,368

Provision for income taxes    2,552     2,094     8,975    20,643

Income before cumulative
 effect of change in
 accounting principle         4,734     3,889    16,671    41,725
Cumulative effect of
 change in accounting
 principle                       --        --      (114)       --
Net income               $    4,734 $   3,889 $  16,557 $  41,725

Earnings per share -
 basic before cumulative
 effect of change in
 accounting principle    $      .20 $     .16 $    .68  $    1.69
Cumulative effect of
 change in accounting
 principle                       --        --       --         --
Earnings per share -
 basic                   $      .20 $     .16 $    .68  $    1.69

Earnings per share -
 diluted before
 cumulative effect of
 change in accounting
 principle               $      .19 $     .16 $    .67  $    1.67
Cumulative effect of
 change in accounting
 principle                       --        --       --         --
Earnings per share -
 diluted                 $      .19 $     .16 $    .67  $    1.67

Weighted average shares
 outstanding - basic     24,180,398
                                     24,491,208
                                               24,410,846
                                                        24,669,028

Weighted average shares
 outstanding - diluted   24,434,094
                                     24,785,438
                                               24,808,512
                                                        25,024,102


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


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


                                        Thirty-Nine Weeks Ended
                                      Dec. 28, 1999  Dec. 29,1998

Operating Activities:

Net income                               $16,557        $41,725
Non-cash items included in net
  income:
 Depreciation and amortization            19,778         17,499
 Net facility action charges                 190             --
Non-cash gain on recapitalization
  of Romacorp                                 --        (38,758)
Change in assets and liabilities,
  net of acquisitions and
  recapitalization:
 Accounts receivable, net                    693           (275)
 Inventories of food and supplies            (32)          (886)
 Prepaid expenses and other
  current assets                            (678)        (1,982)
 Accounts payable                         (1,711)          (722)
 Payroll taxes                              (415)            (1)
 Accrued interest                         (1,018)        (2,790)
 Accrued payroll                          (1,977)        (2,315)
 Income tax payable                        2,205          5,752
 Insurance reserves                          828            350
 Other accrued liabilities                 1,397          1,421
   Net cash flows provided by
     operating activities                 35,817         19,018

Investing Activities:

Net proceeds from recapitalization
 of Romacorp                                  --        101,237
Acquisitions, net of cash                (37,275)            --
Capital expenditures                     (29,685)       (13,732)
Changes in other assets, net              (3,421)        (2,891)
Proceeds from sale of capital assets       1,647          3,043
 Net cash flows (used in) provided
  by investing activities                (68,734)        87,657

Financing Activities:

Net change in revolving credit
 agreements                               59,100        (93,600)
Purchase of treasury stock               (16,629)        (3,837)
Payment of long-term debt                (10,000)       (10,000)
Exercise of stock options                    537            558
 Net cash flows provided by
  (used in) financing activities          33,008       (106,879)

Net Change in Cash and
 Cash Equivalents                             91           (204)

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

Cash and Cash Equivalents at
 End of Period                           $ 4,112        $ 4,344



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  December 28, 1999 and March  30,  1999,  the
results of operations for the thirteen and thirty-nine weeks ended
December 28, 1999 and December 29, 1998, and cash flows for thirty-
nine  weeks ended December 28, 1999 and December 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 received $101 million for a majority
portion of its investment in Romacorp, resulting in a net gain  of
$39.4  million. The Company's remaining minority interest of 19.9%
is  carried  at cost of $6.7 million. 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 fiscal year-to-date ended  December
29, 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 during 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           Thirty-Nine
                              Weeks Ended         Weeks Ended
                        Dec. 28, 1999
                                 Dec. 29, 1998
                                             Dec. 28, 1999
                                                     Dec. 29, 1998
Numerator:

 Income before
 cumulative effect
 of change in
 accounting principle   $4,734,000
                                 $3,889,000
                                             $16,671,000
                                                       $41,725,000

Denominator:

 Weighted average
 shares                24,180,398
                                 24,491,208
                                             24,410,846
                                                        24,669,028

 Employee stock
 Options               253,696
                                 294,230
                                             397,666
                                                        355,074

 Denominator for
 diluted earnings
 per share             24,434,094
                                 24,785,438
                                             24,808,512
                                                        25,024,102

Earnings per share -
 basic                 $    .20  $    .16    $    .68   $    1.69

Earnings per share -
 diluted               $    .19  $    .16    $    .67   $    1.67


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 December 28, 1999, operated 785 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  11%  of  the entire domestic 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.

Facility  Actions and Closure Reserves - In the fourth quarter  of
fiscal  1998  the Company initiated an asset re-imaging  strategy.
This plan called 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, 76  units
have been closed including seven units in the current quarter  and
23  units  for  the  year-to-date.  Fifteen  remaining  units  are
expected to close and four units will remain in operation.  During
the  fiscal year, 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,  during  the
Company's  quarter ended September 28, 1999, the  Company  updated
its  estimate  of the liability needed to complete the  re-imaging
strategy  and  determined that it was 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.

                                          Thirty-Nine
                         Thirteen Weeks     Weeks         From
                              Ended         Ended         Plan
                          Dec. 28, 1999 Dec. 28, 1999  Inception
(Dollars in thousands)

Beginning balance           $  3,100       $ 4,500      $11,400
Planned charges /
    disbursements               (420)       (1,040)      (7,940)
(Income) expense impacts:
   Favorable changes to
     lease terms and other
    estimates                     --          (610)        (610)
   Modifications due to
     economic changes             --          (170)        (170)
     Sub-total                    --          (780)        (780)

Balance at
 December 28, 1999          $  2,680       $ 2,680      $ 2,680

The balance at December 28, 1999 is included in "closure reserves"
on  the  Company's  balance  sheet and consists  of  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 $5.8 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.
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 has recorded  quarterly
provisions  during  the current year-to-date. During  the  quarter
ended June 29, 1999 the Company recorded a $270 thousand provision
for  facility  actions  at  three  locations  consisting  of  $245
thousand for assets that were impaired as a result of the  closure
decision  and $25 thousand of de-identification costs. During  the
quarter  ended  September 29, 1999, the Company  recorded  a  $200
thousand   provision  for  facility  actions  at  three  locations
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. All units associated with the  first
and  second  quarter  provisions have closed. During  the  current
quarter, the Company recorded a charge of $500 thousand related to
facility  actions  at  nineteen  properties  consisting  of   $382
thousand for assets that were impaired as a result of the  closure
decision   and  $118  thousand  of  de-identification  costs   and
contractual  lease carry costs. Of the nineteen properties,  three
units  will close without replacement. These three units generated
approximately $620 thousand in sales and $11 thousand in net  loss
from restaurant operations during the current fiscal year-to-date.

Below  is a summary of the charges/disbursements that were planned
as part of the current fiscal year re-imaging provisions.

                                       Thirteen    Thirty-Nine
                                        Weeks         Weeks
                           Number       Ended         Ended
                          of Units  Dec. 28, 1999  Dec. 28, 1999
(Dollars in thousands)

Beginning Balance                       $  256       $    --

First quarter facility
 action charge                3             --           270
Second quarter facility
 action charge                3             --           200
Third quarter facility
 action charge               19            500           500
                             25            756           970

Planned charges /
 disbursements                            (348)         (562)

Balance at
 December  28,  1999                    $  408        $  408


Through  December 28, 1999 the Company has recorded $970  thousand
as  a provision for fiscal 2000 facility actions. Offsetting these
charges  was  the  $780  thousand  reversal  of  previous  charges
resulting in net charge from facility actions of $190 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. These closure decisions  under
future  phases  of the Company's asset re-imaging  initiative  are
expected to be made as often as quarterly. 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.

Skipper's  Reserves - Effective March 25, 1996  the  Company  sold
Skipper's   Inc.  but  retained  certain  assets  and  liabilities
primarily  related  to  the closure of 77 properties  in  February
1995.  The  retained  assets  were  recorded  at  fair  value   in
accordance  with  SFAS  No.  121  and  the  remaining  assets  are
reflected  in  assets  held for sale. At December  28,  1999,  the
remaining  closure reserve consists largely of  future  net  lease
carry  costs  associated with 20 leased properties with  remaining
lease obligations and estimated future carry costs associated with
two  remaining  fee simple properties. The average term  of  these
leased properties is 8 1/2 years with the longest obligation being
25 years.  Below is a summary  of  disbursements  related  to  the
Company's Skipper's reserve:

                                              Thirty-Nine
                            Thirteen Weeks       Weeks
                                Ended Ended
                            Dec. 28, 1999    Dec. 28, 1999
(Dollars in thousands)

Beginning balance              $ 3,217          $ 3,428
Planned charges /
 disbursements                     (68)            (279)

Balance at
 December 28, 1999             $ 3,149          $ 3,149


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




              FISCAL 2000 THIRD QUARTER UNIT ACTIVITY

                             Developed/
                   Beginning  Reopened  Closed  Acquired  Ending

  Restaurant          621        11      (16)      --      616
  Delivery            176         1       (8)      --      169

  Total               797        12      (24)      --      785


              FISCAL 2000 YEAR TO-DATE UNIT ACTIVITY

                             Developed/
                   Beginning  Reopened  Closed  Acquired  Ending

  Restaurant          573        25      (34)      52      616
  Delivery            162         9      (20)      18      169

  Total               735        34      (54)      70      785


Results  of Operations - The "operations summaries" set  forth  an
overview of revenue and operating expenses as a percent of revenue
for the thirteen and thirty-nine weeks ended December 28, 1999 and
December 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           Thirty-Nine
                              Weeks Ended         Weeks Ended
                        Dec. 28, 1999
                                 Dec. 29, 1998
                                             Dec. 28, 1999
                                                     Dec. 29, 1998
Revenue
Restaurant Sales         $ 88,882   $71,461   $259,779  $215,943
Delivery Sales             25,662    17,968     75,935    54,768
  Total Revenue          $114,544   $89,429   $335,714  $270,711

Restaurant Operating
 Expenses as a
 Percentage of Revenue:

Total Expenses(1)
Cost of Sales               26.3%     28.5%      26.2%     26.8%
Direct Labor                28.5%     27.5%      28.4%     27.7%
Other                       28.5%     28.0%      28.3%     28.0%
  Total Operating
   Expenses                 83.3%     84.0%      82.9%     82.5%
Income from
 Restaurant Operations      16.7%     16.0%      17.1%     17.5%

Restaurant Expenses (2)
Cost of Sales               26.4%     28.6%       26.3%     26.9%
Direct Labor                27.6%     26.4%       27.3%     26.5%
Other                       29.8%     29.0%       29.5%     28.9%
  Total Operating Expense   83.8%     84.0%       83.1%     82.3%
Restaurant Based Income     16.2%     16.0%       16.9%     17.7%

Delivery Expenses (3)
Cost of Sales               25.8%     27.9%       25.9%     26.3%
Direct Labor                31.6%     31.8%       32.0%     32.2%
Other                       24.3%     24.1%       24.5%     24.8%
  Total Operating Expense   81.7%     83.8%       82.4%     83.3%
Delivery Based Income       18.3%     16.2%       17.6%     16.7%

(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
Thirty-Nine Weeks Ended December 28, 1999 with the Thirteen and
Thirty-Nine Weeks Ended December 29, 1998

Revenue from the Company's Pizza Hut operations was $114.5 million
during  the  quarter, which was $25.1 million or 28.1%  above  the
$89.4 million reported in the same period last year. For the year-
to-date, revenue was $335.7 million for an increase of $65 million
or 24% over the $270.7 million reported last year. The increase in
revenue  for the quarter and year-to-date was largely due  to  the
revenue  contributed by the 169 units acquired in  calendar  1999.
These  units recorded revenue of $25.2 million during the  quarter
and  $63.9  million for the year-to-date. Comparable  store  sales
increased  3.4%  for  the quarter driven by  the  success  of  the
Stuffed  Crust  Pizza promotion and the favorable effects  of  the
Company's  asset re-imaging plan. Comparable store sales increased
3.8%  for  the  year-to-date, which  was  largely  driven  by  the
continued  success of the Big New Yorker Pizza that was introduced
in  January 1999 and the favorable effects of the Company's  asset
re-imaging  plan. Acquired unit sales combined with the comparable
store  sales  improvement more than offset  the  impact  of  store
closure activity for the quarter and year-to-date. Sales growth in
re-imaged  stores has contributed 1.5% to comparable  store  sales
growth for the quarter and 1.2% for the year-to-date.

The  Company's  delivery  units generated comparable  store  sales
growth of 4.4% for the quarter and 4.9% for the year-to-date while
the  Company's restaurant units generated comparable  store  sales
growth of 3.2% for the quarter and 3.3% for the year-to-date.  The
Company's  restaurant units are the primary beneficiaries  of  the
Company's asset re-imaging plan; accordingly, the sales growth  in
these  units includes the previously mentioned positive impact  of
this  program. Comparable store sales improvement for the  quarter
was  attributable to the success of Stuffed Crust Pizza  promotion
and  the favorable effects of the Company's asset re-imaging plan.
Pizza Hut began promoting Stuffed Crust Pizza on November 1, 1999.
The  product mixed at approximately 15% of the Company's net pizza
sales  during  the  national promotion period  which  ran  through
December  19,  1999  in  most of the Company's  markets.  For  the
quarter,  this  product  mixed  at  approximately  11%  which   is
consistent with the mix experienced during the same quarter of the
prior year. During the Stuffed Crust Pizza promotional period, the
Big New Yorker Pizza declined, as expected, to approximately 5% of
the  Company's net pizza sales. Comparable store sales improvement
for  the year-to-date was primarily due to the success of the  Big
New  Yorker  Pizza,  which represented approximately  11%  of  the
Company's net pizza sales during the year-to-date.

Cost  of sales as a percent of revenue decreased 220 basis  points
for  the  quarter compared to the same quarter of the prior  year.
This improvement was primarily attributable to a decline in cheese
costs  of  approximately 22% over the prior year's unusually  high
levels  and  reduced distribution costs (related to a distribution
contract entered into in January 1999) which was partially  offset
by an increase of 16% in meat ingredient cost over the prior year.
For  the  year-to-date,  cost of sales as  a  percent  of  revenue
decreased 60 basis points compared to the same period of the prior
year.  The reduced distribution costs for the year-to-date  and  a
year-to-date  decline in cheese costs of approximately  5.4%  have
more  than  offset higher food costs associated with the  Big  New
Yorker Pizza, increased paper costs associated with the Star  Wars
promotion  earlier  in  the year and certain  increases  in  other
ingredients.  (See  Effects of Inflation  and  Other  Matters  for
additional information on cheese and other ingredient costs.)

Direct  labor  as a percent of revenue increased 100 basis  points
for  the quarter and 70 basis points for the year-to-date compared
to  the same periods of the prior year. During the quarter,  lower
labor  productivity  attributable to lower than  anticipated  unit
volumes  (November 1999), re-imaged store openings  and  continued
wage  inflation  (primarily  in metro  markets)  caused  labor  to
increase  over the prior year. For the year-to-date, direct  labor
was  negatively  impacted  by inefficiencies  and  training  costs
associated  with the 99-unit and 70-unit acquisitions as  well  as
increased  staffing levels and training related to the  Star  Wars
promotion  to  meet anticipated demand. (See Effects of  Inflation
and Other Matters for additional information on labor costs.)

Other  operating expense as a percent of revenue increased 50  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 50 basis points  for  the
quarter  and  approximately 40 basis points for  the  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.


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  30 and 40 basis points for the quarter and year-to-date,
respectively, compared to the same periods of the prior  year  due
to  the increased leverage associated with higher aggregate  sales
volume  and positive comparable store sales growth. On  a  nominal
dollar   basis,   for   the  year-to-date,  the   required   field
infrastructure additions to support the calendar 1999 acquisitions
more  than offset the decline in these costs associated  with  the
recapitalization of Romacorp.

Depreciation,  amortization and pre-opening costs  increased  $694
thousand or 33.5% and $1,271 thousand or 19.1% 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 an increase  in
franchise  rights  amortization associated with the  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 $184 thousand and  $479  thousand  were
incurred   during  the  quarter  and  year-to-date,  respectively,
compared  to $61 thousand and $162 thousand recorded in  the  same
periods of the prior year.

See  the  Facility  Actions and Closure Reserve  section  of  this
report  for  discussions relating to the quarter and  year-to-date
facility action charges.

Interest  charges  for  the quarter were $925  thousand  or  45.6%
higher than the same period of the prior year primarily due to  an
increase  in  borrowings to fund the calendar  1999  acquisitions.
Interest charges for the year-to-date were $268 thousand  or  3.4%
higher  than  the same period of the prior year. For the  year-to-
date,  despite  increased borrowings associated with acquisitions,
average outstanding borrowings were not significantly higher  than
the  prior year as the proceeds from the Romacorp recapitalization
reduced debt at the end of the last year's first quarter.

Miscellaneous  income was $8 thousand and $991  thousand  for  the
quarter  and year-to-date, respectively, compared to $401 thousand
and  $1.1 million reported in the same periods of the prior  year.
Income recorded in the prior year periods and the current year-to-
date consist mainly of gains on sale or disposition of assets.

Net  income  for  the quarter was $4.7 million  compared  to  $3.9
million  recorded in the same period of the prior  year.  For  the
year-to-date,  net  income  was $16.6 million  compared  to  $41.7
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.

For the quarter, net income before net facility action charges was
$5,059,000  or  $.21 per diluted share compared to  $3,889,000  or
$.16  per diluted share last year. Year-to-date net income  before
net  facility action charges and the cumulative effect of a change
in  accounting principle was $16,795,000 or $.68 per diluted share
compared  to  $14,933,000  or $.60 per  diluted  share  last  year
(excluding  the  after  tax  gain  of  $26.8  million   from   the
recapitalization of Romacorp).

Components of diluted earnings per share were as follows:

                               Thirteen           Thirty-Nine
                              Weeks Ended         Weeks Ended
                        Dec. 28, 1999
                                 Dec. 29, 1998
                                             Dec. 28, 1999
                                                     Dec. 29, 1998
Net income before
 Cumulative effect of
 change in accounting
 principle, facility
 action charges,
 net of tax, and gain
 on recapitalization
 of Romacorp, net
 of tax                 $   .21    $  .16    $    .68    $   .60

Gain on
 Recapitalization
 of Romacorp,
 net of tax                  --        --          --       1.07

Change in accounting
 principle                   --        --          --         --

Facility action charges,
 net of tax                (.02)       --        (.01)        --

Earnings per share -
 diluted                $   .19    $  .16     $   .67    $  1.67


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 $35.8 million  for  the  thirty-nine
weeks ended December 28, 1999 compared to the $19 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  which were included through the first quarter of  fiscal
1999.

Restaurant   development,  start-up  technology   investments   in
acquired stores and normal recurring capital expenditures resulted
in $29.7 million of total capital expenditures for the thirty-nine
weeks  ended December 28, 1999 compared to $13.7 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 December 28,
1999  the  Company had $90.5 million in unused borrowing  capacity
under  this  agreement.  The  Company's  debt  facilities  contain
restrictions on additional borrowing and dividend payments as well
as requirements to maintain various financial ratios and a minimum
net  worth.  Retained earnings of $36.5 million was available  for
the  payment of dividends at December 28, 1999 under existing 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  December 13, 1999 the Board of Directors increased the  number
of shares authorized for re-purchase by 1.5 million shares. During
the  thirteen weeks ended December 28, 1999 the Company  purchased
1,914,800 shares and at December 28, 1999 460,400 shares  remained
authorized for re-purchase.

During  the thirty-nine weeks ended December 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 and will increase
the rate to $6.15 per hour effective October 1, 2000. 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 increased 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 22% lower than
the unusually high costs incurred during the comparable period  of
the  prior year when cheese prices increased over 30%. Based  upon
available  forecasts,  management expects  cheese  costs  for  the
fourth quarter of fiscal 2000 to be approximately 15% to 20% lower
than costs experienced during the prior year.

Increases  in  interest rates would directly affect the  Company's
financial results. At December 28, 1999 approximately 41%  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  evaluated  and modified  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.  The  Company  completed  all  identified  hardware
replacements  to  insure  Year 2000 readiness  of  these  systems.
Throughout  1999  the Company tested both the existing  and  newly
developed or installed systems and evaluated any potential issues.
This  plan  addressed  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.  The  Company  also  reviewed non-information  technology
equipment  and  determined minimal upgrades or  replacements  were
necessary. To date, the Company has not experienced any Year  2000
problems  with  computer  systems  or  non-information  technology
equipment.

Additionally, the Company evaluated third-party vendors  for  Year
2000  readiness. The Company completed an inventory of  its  large
suppliers  and banks and mailed letters requesting information  on
their  Year  2000  status. Responses received  to  date  have  not
identified any suppliers or banks considered high risk.  To  date,
the Company has not experienced any third-party issues related  to
Year 2000 readiness.

Costs  incurred  to date associated with Year 2000 readiness  have
not  been material to the Company's financial position or  results
of operations.

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  calendar  2000. The Company made diligent,  reasonable
efforts  to  assess Year 2000 readiness and developed  contingency
plans  for business critical systems prior to the end of  calendar
1999.  However,  no  contingency  plans  were  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 2000 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  has
minimized  the  Company's  level of uncertainty  about  Year  2000
problems and, in particular, about the Year 2000 readiness of  its
material  external  agents. The Company does  not  anticipate  any
interruptions of normal operations in the future related  to  Year
2000.


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;  federal  or
state minimum wage increases; the Company's ability to locate  and
secure   acceptable  restaurant  sites;  the  effect  of  economic
conditions,  including interest rate fluctuations, the  impact  of
competing  restaurants and concepts, the cost of  commodities  and
other   food  products,  the  availability  of  raw  product   and
ingredients  and  distribution of 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

None


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)

     None


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: January 26, 2000
                              Troy D. Cook
                              Senior Vice President Finance
                              Chief Financial Officer
                              (Duly Authorized Officer and
                              Principal Financial Officer)