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                                                            Exhibit 10.24

Mr. Henry R. Hillenmeyer
8 Foxhall Close
Nashville, TN 37215

Dear Henry:

	Effective as of August 19, 1999, we have agreed that you will serve
as our Chairman of the Board and chief executive officer.  This letter sets
out the terms under which you have agreed to serve.

1.	Agreement relating to your employment:

        - For the remainder of fiscal year 1999, your base
          compensation will be $226,000 on an annualized basis.

        - For the remainder of fiscal year 1999, your bonus will be
          paid pursuant to the executive bonus plan based upon an
          annualized bonus percentage amount of 175%.

        - Options will be granted to you as of August 19, 1999
          which have the terms set forth in the Option Agreement
          attached as Exhibit A to this letter.

        - Your compensation thereafter will be determined from
          time to time by the Compensation Committee.

2.	Signing Bonus:

        - You have received a signing bonus of $250,000 paid to
          you in a lump sum.

3.	At Will Employment:

        - Your employment as Chairman of the Board and chief
          executive officer will be "at will."

        - We will be entitled to terminate you at any time with or
          without cause upon giving you 30 days prior written
          notice and you will be entitled to resign upon giving us
          30 days prior written notice.

4.	Jurisdiction. This agreement is to be governed by the laws
of the State of Florida, except for choice of law provisions which would
select the law of a different jurisdiction if they were applied.


			Very truly yours,

			COOKER RESTAURANT CORPORATION

			By:/s/ Glenn W. Cockburn, Senior Vice President
                        -----------------------------------------------
	                GLENN W. COCKBURN, SENIOR VICE-	PRESIDENT, OPERATIONS


ACCEPTED AND AGREED TO:

/s/ Henry r. Hillenmeyer
- ------------------------
HENRY R. HILLENMEYER