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): June 14, 2004


	                   QUALITY DINING, INC.
- ---------------------------------------------------------
(Exact name of registrant as specified in its charter)


Indiana                    000-23420               35-1804902
- ---------------------------------------------------------------
(State or other          (Commission             (IRS Employer
jurisdiction of           File Number)       Identification No.)
incorporation)


                      4220 Edison Lakes Parkway
	                Mishawaka, Indiana      46545
          ----------------------------------------------------
          (Address of principal executive offices)  (Zip Code)


Registrant's telephone number, including area code:  (574) 271-4600


	                       Not Applicable
- ------------------------------------------------------------
(Former name or former address, if changed since last report)





ITEM 12.	Results of Operations and Financial Condition


On June 14, 2004 the Registrant issued a press release that announced
its second quarter results for fiscal 2004. A copy of the press release is
attached hereto as Exhibit 99 and is furnished pursuant to Item 12.











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.



Dated: June 14, 2004

QUALITY DINING, INC.

/s/ John C. Firth
- -----------------------------
John C. Firth
Executive Vice President and
General Counsel




Index of Exhibits


Exhibit No.               Description
- -----------               -------------------------
99                        Press release issued June 14, 2004







Exhibit 99
- ------------------

FOR IMMEDIATE RELEASE	                   Contact: John C. Firth
                                           Executive Vice President
                                           and General Counsel
                                           (574) 243-6616

MISHAWAKA,   Ind.  (June  14,  2004)  -  Quality   Dining,   Inc.
(NASDAQ/NM:QDIN) today announced total revenues of $52.2  million
for the second quarter of fiscal 2004 versus $49.7 million during
the  same period in fiscal 2003.  For the 28 weeks ended May 9,
2004,  the  Company  reported total revenues  of  $116.3  million
versus  $114.8  million in the comparable  period  during  fiscal
2003.

The Company reported net income of $254,000, or $0.02 per diluted
share,  for the second quarter of fiscal 2004 compared to  a  net
loss of $280,000, or $0.02 per diluted share, for the same period
in  fiscal  2003.   For the first 28 weeks of  fiscal  2004,  the
Company  reported  net income of $532,000, or $0.04  per  diluted
share,  compared to a net loss of $101,000, or $0.01 per  diluted
share, for the comparable period in fiscal 2003.

Quality  Dining  owns  the Grady's American Grill (R),  Papa  Vino's
Italian  Kitchen (TM)  and Spageddies Italian Kitchen (TM)  concepts
and operates  Burger  King (R)  restaurants and  Chili's  Grill  &
Bar (R)restaurants  as a franchisee.  As of June 14, 2004,  the
Company operates  118  Burger King restaurants, 38 Chili's  Grill
&  Bar restaurants, 8 Grady's American Grill restaurants, 6 Papa
Vino's Italian   Kitchen restaurants,  3  Spageddies  Italian
Kitchen restaurants and one Porterhouse restaurant.

This  press  release  contains  and incorporates  forward-looking
statements   within   the  meaning  of  the  Private   Securities
Litigation  Reform  Act of 1995, including statements  about  the
Company's   development  plans  and  trends  in   the   Company's
operations and financial results.  Forward-looking statements can
be  identified  by  the  use  of  words  such  as  "anticipates,"
"believes,"  "plans," "estimates," "expects,"  "intends,"  "may,"
and  other  similar expressions.  Forward-looking statements  are
made  based  upon management's current expectations  and  beliefs
concerning future developments and their potential effects on the
Company.   There  can  be  no assurance  that  the  Company  will
actually achieve the plans, intentions and expectations discussed
in  these forward-looking statements.  Actual results may  differ
materially.   Among the risks and uncertainties that could  cause
actual  results  to  differ materially are  the  following:   the
availability  and cost of suitable locations for new restaurants;
the  availability and cost of capital to the Company; the ability
of  the  Company  to  develop and operate  its  restaurants;  the
ability  of  the  Company to sustain sales  and  margins  in  the
increasingly  competitive environment; the hiring,  training  and
retention  of  skilled  corporate and restaurant  management  and
other  restaurant personnel; the integration and assimilation  of
acquired   concepts;  the  overall  success  of   the   Company's
franchisors;  the  ability  to obtain  the  necessary  government
approvals  and  third-party  consents;  changes  in  governmental
regulations, including increases in the minimum wage; the results
of  pending litigation; and weather and other acts of  God.   The
Company undertakes no obligation to update or revise any forward-
looking  information,  whether as a result  of  new  information,
future   developments  or  otherwise.   Quality  Dining  is   not
responsible for changes made to this document by wire services or
Internet services.

                                             Quality Dining, Inc.
                                        Unaudited Financial Highlights
                                   (In thousands, except per share amounts)

                                     12 Weeks  12 Weeks  28 Weeks  28 Weeks
                                      Ended      Ended     Ended     Ended
                                      May 9,     May 11,   May 9,    May 11,
                                       2004       2003      2004      2003
Revenues:                           -------    -------   -------   -------
Burger King                        $ 26,578   $ 25,452  $ 58,885  $ 59,393
Chili's Grill & Bar                  20,346     18,616    45,153    42,132
Italian Dining Division               3,865      4,163     8,892     9,808
Grady's American Grill                1,437      1,459     3,360     3,501
                                    -------    -------   -------   -------
Total revenues                       52,226     49,690   116,290   114,834
                                    -------    -------   -------   -------
Operating Expenses:
Restaurant Operating Expenses:
Food and beverage                    14,270     13,450    31,856    30,850
Payroll and benefits                 15,114     14,293    33,894    33,630
Depreciation and amortization         2,101      2,288     4,968     5,362
Other operating expenses             13,605     12,685    30,421    30,077
                                    -------    -------   -------   -------
Total restaurant operating expenses  45,090     42,716   101,139    99,919
                                    -------    -------   -------   -------
Income from restaurant operations     7,136      6,974    15,151    14,915
General and administrative            3,663      4,041     8,678     8,980
Trademark amortization                   37         87       119       203
                                    -------    -------   -------   -------
Operating income                      3,436      2,846     6,354     5,732
                                    -------    -------   -------   -------
Other income (expense):
Reocvery of note receivable               -      3,459         -     3,459
Interest expense                     (1,464)    (1,690)   (3,523)   (3,994)
Loss on sale of property and
  equipment                             (28)        (1)      (75)      (10)
Minority interest in earnings          (573)      (587)   (1,054)   (1,370)
Other income, net                        70        257       154       750
                                    -------    -------   -------   -------
Total other income, net              (1,995)     1,438    (4,498)   (1,165)
                                    -------    -------   -------   -------
Income from continuing operations
  before income taxes                 1,441      4,284     1,856     4,567
Income tax provision                    287        256       559       597
                                    -------    -------   -------   -------
Income from continuing operations     1,154      4,028     1,297     3,970
Loss from discontinued operations,
  net of tax                           (900)    (4,308)     (765)   (4,071)
                                    -------    -------   -------   -------
Net income (loss)                   $   254    $  (280)  $   532   $  (101)
                                    -------    -------   -------   -------
Basic net income (loss) per share:
  Continuing operations                0.10       0.36      0.11      0.35
  Discontinued operations             (0.08)     (0.38)     (.07)    (0.36)
                                    -------    -------   -------   -------
Basic net income (loss) per share   $  0.02    $ (0.02)  $  0.04   $ (0.01)
                                    -------    -------   -------   -------
Diluted net income (loss) per share:
  Continuing operations                0.10       0.36      0.11      0.35
  Discontinued operations             (0.08)     (0.38)    (0.07)    (0.36)
                                    -------    -------   -------   -------
Diluted net income (loss) per share $  0.02    $ (0.02)  $  0.04   $ (0.01)
                                    -------    -------   -------   -------
Weighted average shares:
  Basic                              11,311     11,311    11,311    11,311
  Diluted                            11,337     11,311    11,341    11,311