919 Third Avenue
New York, NY 10022
(212) 756-2000
fax (212) 593-5955
www.srz.com
February 7, 2006
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
Station Place
100 F. Street, N.E.
Washington, D.C. 20549-7010
Attention: Edward M. Kelly, Esq.
| Re: | Morton’s Restaurant Group, Inc. |
| | Registration Statement on Form S-1 (“Registration Statement”) |
Dear Mr. Kelly:
On behalf of Morton’s Restaurant Group, Inc. (the “Registrant”), we have filed simultaneously by EDGAR Amendment No. 4 to the Registration Statement (“Amendment No. 4”), as previously amended by Amendment No. 1 thereto filed on January 9, 2006, Amendment No. 2 thereto filed on January 23, 2006 and Amendment No. 3 thereto filed on February 2, 2006, in order to file certain exhibits and make certain minor revisions to the Registration Statement. As previously discussed with the Staff, in light of the Registrant’s contemplated timing of potentially requesting to be declared effective at 10:00 a.m. on February 8, 2006, the Registrant respectfully requests the Staff’s prompt review of Amendment No. 4. We note that, on behalf of the Registrant, we have filed simultaneously with Amendment No. 4 the requested “Tandy letter” in anticipation of requesting acceleration of the effective date of the Registration Statement.
If you have any questions or comments or require further information with respect to the foregoing, please do not hesitate to call me at (212) 756-2327 or Michael R. Littenberg of this firm at (212) 756-2524.
Very truly yours,
/s/ Steven J. Spencer
Steven J. Spencer, Esq.
Securities and Exchange Commission
February 7, 2006
Page 2
| | Chairman, Chief Executive Officer and President |
| | Morton’s Restaurant Group, Inc. |
Michael R. Littenberg, Esq.
Schulte Roth & Zabel LLP
