Exhibit 3.2a


                                AMENDMENT TO THE
                              JACK IN THE BOX INC.
                           AMENDED AND RESTATED BYLAWS


Exhibit 3.2a

     SECTION 3.12 Emergency. In the event of any emergency, disaster or
catastrophe, or similar emergency condition, as referred to in Section 110 of
the Delaware General Corporation Law, as a result of which a quorum of the Board
of Directors or a standing committee thereof cannot be readily convened for
action, any director or officer of the Corporation may call a meeting of the
Board of Directors or any standing committee of the Board of Directors. Notice
of such meeting shall be adequate if the director or officer calling such
meeting has informed or attempted to inform all directors by means of telephone,
facsimile, email and cell phone, using such telephone, facsimile, email and cell
phone numbers and addresses as are on file with the Corporation for each
director from time to time or, in the event such numbers and addresses are not
readily available from the Corporation, at the most recent number or address
available to the director or officer calling the meeting. If, as a result of
such an emergency, disaster or catastrophe, a quorum of the Board of Directors
or a standing committee of the Board cannot readily be convened for action, the
director or directors in attendance at the meeting shall constitute a quorum.
Such director or directors in attendance may further take action to appoint one
or more of themselves or other directors to membership on any standing or
temporary committees of the Board as they shall deem necessary and appropriate.