SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549

                                 FORM 8-K

                              CURRENT REPORT
                  Pursuant to Section 13 or 15(d) of the
                      Securities Exchange Act of 1934

 Date of Report (Date of earliest event reported) January 19, 1999


                    PICCADILLY CAFETERIAS, INC.
            (Exact name of registrant as specified in its charter)


        Louisiana            1-11754               72-0604977
    (State or other        (Commission           (IRS Employer
    jurisdiction of        File Number)        Identification No.)
     incorporation)

       3232 Sherwood Forest Boulevard,
        Baton Rouge, Louisiana                         70816
(Address of principal executive offices)             (Zip Code)



                              (225) 293-9440
             (Registrant's telephone number, including area code)


                                    n/a
        (Former name or former address, if changed since last report.)












ITEM 5.   OTHER EVENTS

     On January 19, 1999, Piccadilly Cafeterias, Inc. (the "Registrant"), issued
     the press release attached hereto as Exhibit 99.1.

ITEM 7.   FINANCIAL STATEMENTS AND EXHIBITS.

     (a)  Exhibits.

          99.1 Press  release  issued by the Registrant on January 19, 1999
               announcing that Registrant  has  entered  into  an agreement
               with  Cobb  Investment  Company  ("Cobb") whereby Cobb  will
               purchase the Ralph & Kacoo's restaurant chain.





                            SIGNATURES

     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 hereunto duly authorized.

                              PICCADILLY CAFETERIAS, INC.



                              By:   /S/ RONALD A. LABORDE
                                          Ronald A. LaBorde
                                President and Chief Executive Officer

Dated:  January 19, 1999