ARK RESTAURANTS CORP - Annual Report 2010

10-K 1 c63703_10-k.htm

UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
10-K
x ANNUAL REPORT PURSUANT TO SECTIONS 13
AND 15(d)
OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended October 2, 2010
or,
o TRANSITION REPORT PURSUANT TO SECTIONS
13 AND 15(d)
OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File No. 1-09453
ARK
RESTAURANTS CORP.
(Exact Name of Registrant as Specified in Its Charter)

New York	13-3156768
(State or Other Jurisdiction of	(IRS Employer Identification No.)
Incorporation or Organization)

	10003
(Address of Principal Executive Offices)	(Zip Code)
Registrants telephone number, including area code: (212) 206-8800
Securities registered pursuant to section 12(b) of the Act:
None
Securities registered pursuant to Section 12(g) of the Act:

| Title of each class | Name of each exchange on which
registered |
| --- | --- |
| Common Stock, par value $.01
per share | The NASDAQ Stock Market LLC |

Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o No x

Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No x

Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulations S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes o No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of Registrants knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendments to this Form 10-K. x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definitions of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act.

Large accelerated filer o	Accelerated filer o
Non-accelerated filer o (Do not check if a smaller reporting
company)	Smaller Reporting Company x

Indicate by check mark whether the Registrant is a shell company (as defined in Exchange Act Rule 12b-2). Yes o No x

As of April 3, 2010, the last business day of the registrants most recently completed second fiscal quarter, the aggregate market value of voting and non-voting stock held by non-affiliates of the registrant was $26,776,485.

At December 22, 2010, there were outstanding 3,492,381 shares of the Registrants Common Stock, $.01 par value.

DOCUMENTS INCORPORATED BY REFERENCE

(1) In accordance with General Instruction G (3) of Form 10-K certain information required by Part III hereof will either be incorporated into this Form 10-K by reference to the registrants definitive proxy statement for the registrants 2010 Annual Meeting of Stockholders filed within 120 days of October 2, 2010 or will be included in an amendment to this Form 10-K filed within 120 days of October 2, 2010.

PART I

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

On one or more occasions, we may make statements in this Annual Report on Form 10-K regarding our assumptions, projections, expectations, targets, intentions or beliefs about future events. All statements, other than statements of historical facts, included or incorporated by reference herein relating to managements current expectations of future financial performance, continued growth and changes in economic conditions or capital markets are forward looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.

Words or phrases such as anticipates, believes, estimates, expects, intends, plans, predicts, projects, targets, will likely result, hopes, will continue or similar expressions identify forward looking statements. Forward-looking statements involve risks and uncertainties which could cause actual results or outcomes to differ materially from those expressed. We caution that while we make such statements in good faith and we believe such statements are based on reasonable assumptions, including without limitation, managements examination of historical operating trends, data contained in records and other data available from third parties, we cannot assure you that our projections will be achieved. Factors that may cause such differences include: economic conditions generally and in each of the markets in which we are located, the amount of sales contributed by new and existing restaurants, labor costs for our personnel, fluctuations in the cost of food products, adverse weather conditions, changes in consumer preferences and the level of competition from existing or new competitors.

We have attempted to identify, in context, certain of the factors that we believe may cause actual future experience and results to differ materially from our current expectation regarding the relevant matter of subject area. In addition to the items specifically discussed above, our business, results of operations and financial position and your investment in our common stock are subject to the risks and uncertainties described in Item 1A Risk Factors of this Annual Report on Form 10-K.

From time to time, oral or written forward-looking statements are also included in our reports on Forms 10-K, 10-Q and 8-K, our Schedule 14A, our press releases and other materials released to the public. Although we believe that at the time made, the expectations reflected in all of these forward-looking statements are and will be reasonable, any or all of the forward-looking statements in this Annual Report on Form 10-K, our reports on Forms 10-Q and 8-K, our Schedule 14A and any other public statements that are made by us may prove to be incorrect. This may occur as a result of inaccurate assumptions or as a consequence of known or unknown risks and uncertainties. Many factors discussed in this Annual Report on Form 10-K, certain of which are beyond our control, will be important in determining our future performance. Consequently, actual results may differ materially from those that might be anticipated from forward-looking statements. In light of these and other uncertainties, you should not regard the inclusion of a forward-looking statement in this Annual Report on Form 10-K or other public communications that we might make as a representation by us that our plans and objectives will be achieved, and you should not place undue reliance on such forward-looking statements.

We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. However, your attention is directed to any further disclosures made on related subjects in our subsequent periodic reports filed with the Securities and Exchange Commission on Forms 10-Q and 8-K and Schedule 14A.

Unless the context requires otherwise, references to we, us, our, ARKR and the Company refer specifically to Ark Restaurants Corp. and its subsidiaries and predecessor entities.

-3-

ITEM 1. Business

Overview

We are a New York corporation formed in 1983. As of the fiscal year ended October 2, 2010, we owned and/or operated 22 restaurants and bars, 29 fast food concepts and catering operations through our subsidiaries. Initially our facilities were located only in New York City. As of the fiscal year ended October 2, 2010, nine of our restaurant and bar facilities are located in New York City, four are located in Washington, D.C., five are located in Las Vegas, Nevada, two are located in Atlantic City, New Jersey, one is located at the Foxwoods Resort Casino in Ledyard, Connecticut and one is located in the Faneuil Hall Marketplace in Boston, Massachusetts.

In addition to the shift from a Manhattan-based operation to a multi-city operation, the nature of the facilities operated by us has shifted from smaller, neighborhood restaurants to larger, destination restaurants intended to benefit from high patron traffic attributable to the uniqueness of the restaurants location. Most of our restaurants which are in operation and which have been opened in recent years are of the latter description. As of the fiscal year ended October 2, 2010, these include the restaurant operations at the 12 fast food facilities in Tampa, Florida and Hollywood, Florida, respectively (2004); the Gallaghers Steakhouse and Gallaghers Burger Bar in the Resorts Atlantic City Hotel and Casino in Atlantic City, New Jersey (2005); The Grill at Two Trees at the Foxwoods Resort Casino in Ledyard, Connecticut (2006); Durgin Park Restaurant and the Black Horse Tavern in the Faneuil Hall Marketplace in Boston, Massachusetts (2007); Yolos, at the Planet Hollywood Resort and Casino (formerly known as the Aladdin Resort and Casino) in Las Vegas, Nevada (2007); and six fast food facilities at MGM Grand Casino at the Foxwoods Resort Casino in Ledyard, Connecticut (2008). Also in 2008, we entered into an agreement to lease space for the restaurant Robert at the Museum of Arts & Design at Columbus Circle in Manhattan.

The names and themes of each of our restaurants are different except for our two America restaurants, two Sequoia restaurants, two Gonzalez y Gonzalez restaurants and two Gallaghers Steakhouse restaurants. The menus in our restaurants are extensive, offering a wide variety of high-quality foods at generally moderate prices. The atmosphere at many of the restaurants is lively and extremely casual. Most of the restaurants have separate bar areas. A majority of our net sales are derived from dinner as opposed to lunch service. Most of the restaurants are open seven days a week and most serve lunch as well as dinner.

While decor differs from restaurant to restaurant, interiors are marked by distinctive architectural and design elements which often incorporate dramatic interior open spaces and extensive glass exteriors. The wall treatments, lighting and decorations are typically vivid, unusual and, in some cases, highly theatrical.

The following table sets forth the facilities we lease and operate as of October 2, 2010:

Name	Location	Year Opened(1)	Restaurant Size (Square Feet)	Seating Capacity(2) Indoor- (Outdoor)		Lease Expiration(3)
Gonzalez y
Gonzalez(4)	Broadway (between Houston and Bleecker Streets) New York, New York	1989	6,000	250		2009
America(5)	Union
Station Washington, D.C.	1989	10,000	400	(50)	2009
Center
Café(5)	Union
Station Washington, D.C.	1989	4,000	200		2009
Sequoia	Washington
Harbour Washington, D.C.	1990	26,000	600	(400)	2017
Sequoia	South Street
Seaport New York, New York	1991	12,000	300	(100)	2013
Canyon Road	First Avenue (between 76 th and 77 th Streets) New York, New York	1984	2,500	130		2014
Bryant Park
Grill & Café(6)	Bryant Park New York, New York	1995	25,000	180	(820)	2025
America(7)	New York-New
York Hotel and Casino Las Vegas, Nevada	1997	20,000	450		2017
Gallaghers
Steakhouse(7)	New York-New
York Hotel & Casino Las Vegas, Nevada	1997	5,500	260		2023
Gonzalez y
Gonzalez(7)	New York-New
York Hotel & Casino Las Vegas, Nevada	1997	2,000	120		2022
Village Eateries (7)(8)	New York-New
York Hotel & Casino Las Vegas, Nevada	1997	6,300	400	(*)	2022
The Grill
Room	World
Financial Center New York, New York	1997	10,000	250		2011

Name	Location	Year Opened(1)	Restaurant Size (Square Feet)	Seating Capacity(2) Indoor- (Outdoor)
Polpette	Columbus
Avenue (between 82 nd and 83 rd Streets) New York, New York	1988	3,000	100		2019
Red	South Street
Seaport New York, New York	1998	7,000	150	(150)	2013
Robert	Museum of
Arts & Design New York, New York	2009	5,530	150		2035
Thunder
Grill	Union
Station Washington, D.C.	1999	10,000	500		2019
Venetian
Food Court(9)	Venetian
Casino Resort Las Vegas, Nevada	1999	2,050	300	(*)	2014
Rialto Deli	Venetian
Casino Resort Las Vegas, Nevada	1999	1,150	150	(*)	2014
V-Bar	Venetian
Casino Resort Las Vegas, Nevada	2000	3,000	100		2015
Gallaghers
Steakhouse	Resorts
Atlantic City Hotel and Casino Atlantic City, New Jersey	2005	6,280	196		2020
Gallaghers
Burger Bar	Resorts
Atlantic City Hotel and Casino Atlantic City, New Jersey	2005	2,270	114		2020
The Grill at
Two Trees	Foxwoods
Resort Casino Ledyard, Connecticut	2006	3,359	101		2026
Durgin Park
Restaurant and the Black Horse Tavern	Faneuil Hall
Marketplace Boston, Massachusetts	2007	7,000	500		2032
Yolos	Planet
Hollywood Resort and Casino Las Vegas, Nevada	2007	4,100	206		2027

The Sporting House(10) New York-New York Hotel and Casino Las Vegas, Nevada 2010 31,000 350 2011

| (1) | Restaurants are, from time to time, renovated, renamed and/or
converted from or to managed or owned facilities. Year Opened refers to the
year in which we, or an affiliated predecessor of us, first opened, acquired
or began managing a restaurant at the applicable location, notwithstanding
that the restaurant may have been renovated, renamed and/or converted from or
to a managed or owned facility since that date. |
| --- | --- |
| (2) | Seating capacity refers to the seating capacity of the indoor part of
a restaurant available for dining in all seasons and weather conditions.
Outdoor seating capacity, if applicable, is set forth in parentheses and
refers to the seating capacity of terraces and sidewalk cafes which are
available for dining only in the warm seasons and then only inclement
weather. |
| (3) | Assumes the exercise of all our available lease renewal options. |
| (4) | The lease for this location expired December 31, 2009 and has been
operating on a month-to-month basis with the consent of the landlord for this
facility. |
| (5) | The leases for these locations expired prior to October 3, 2009 and
have been operating on a month-to-month basis with the consent of the
landlord for these facilities. |
| (6) | The lease governing a substantial portion of the outside seating area
of this restaurant expires on April 30, 2019. |
| (7) | Includes two five-year renewal options exercisable by us if certain
sales goals are achieved during the two year period prior to the exercise of
the renewal option. Under the America lease, the sales goal is $6.0 million. Under the Gallaghers Steakhouse lease the sales goal is $3.0 million. Under the lease for Gonzalez y Gonzalez and the Village Eateries , the combined sales
goal is $10.0 million. Each of the restaurants is currently operating at a
level in excess of the minimum sales level required to exercise the renewal
option for each respective restaurant. |
| (8) | We operate seven
small food court restaurants in the Village
Eateries food court at the New York-New York Hotel & Casino.
We also operate that hotels room service, banquet facilities and employee
cafeteria. |
| (9) | We operate two small
food court restaurants in a food court at the Venetian Casino Resort. |
| (10) | This lease is cancellable upon 90 days written notice no earlier than
May 31, 2011 and provides for rent based on profits only. This restaurant
opened at the end of October 2010. |
| (*) | Represents common area seating. |

The following table sets forth the facilities managed by us as of October 2, 2010:

Name	Location	Year Opened(1)	Restaurant Size (Square Feet)	Seating Capacity(2) Indoor- (Outdoor)		Lease Expiration(3)
El Rio
Grande (4)(5)	Third Avenue (between 38 th and 39 th Streets) New York, New York	1987	4,000	160		2019
Tampa Food
Court(6)	Hard Rock
Hotel and Casino Tampa, Florida	2004	4,000	250	(*)	2029
Hollywood
Food Court(6)	Hard Rock
Hotel and Casino Hollywood, Florida	2004	5,000	250	(*)	2029
Lucky
Seven(6)	Foxwoods
Resort Casino Ledyard, Connecticut	2006	4,825	4,000	(**)	2026
MGM Grand
Food Market(6)(7)	MGM Grand at
Foxwoods Resort Casino Ledyard, Connecticut	2008	8,300	256	(84)(*)	2028

Revenues from facilities managed by us are not included in our consolidated sales, with the exception of El Rio Grande and the MGM Grand Food Market which are consolidated and are included in our financial statements.

Leases

Apart from these agreements, we are not currently committed to any projects. We may take advantage of opportunities we consider to be favorable, when they occur, depending upon the availability of financing and other factors.

Restaurant Expansion

During the fiscal year ended October 3, 2009, we began construction of the restaurant Robert at the Museum of Arts & Design at Columbus Circle in Manhattan. This restaurant opened on December 15, 2009. We are the majority owner and managing member of the limited liability company which operates this restaurant.

In August 2010, the Company entered into an agreement to lease the former ESPN Zone space at the New York-New York Hotel & Casino Resort in Las Vegas and re-open the space under the name The Sporting House , which has been licensed from the landlord as well. Such lease is cancellable upon 90 days written notice no earlier than May 31, 2011 and provides for rent, including the licensing fee, based on profits only. This restaurant opened at the end of October 2010 and the Company did not invest significant funds to re-open the space.

The opening of a new restaurant is invariably accompanied by substantial pre-opening expenses and early operating losses associated with the training of personnel, excess kitchen costs, costs of supervision and other expenses during the pre-opening period and during a post-opening shake out period until operations can be considered to be functioning normally. The amount of such pre-opening expenses and early operating losses can generally be expected to depend upon the size and complexity of the facility being opened.

Our restaurants generally do not achieve substantial increases in revenue from year to year, which we consider to be typical of the restaurant industry. To achieve significant increases in revenue or to replace revenue of restaurants that lose customer favor or which close because of lease expirations or other reasons, we would have to open additional restaurant facilities or expand existing restaurants. There can be no assurance that a restaurant will be successful after it is opened, particularly since in many instances we do not operate our new restaurants under a trade name currently used by us, thereby requiring new restaurants to establish their own identity.

Recent Restaurant Dispositions and Charges

During the fourth fiscal quarter of 2010, the Company closed its Pinch & SMac operation located in New York City and re-concepted the location as Polpette, which features meatballs and other Italian food. In connection with these changes the Company recorded a loss on disposal of fixed assets in the amount of $358,000 which is included in Other Operating Costs and Expenses in the consolidated statement of income for the year ended October 2, 2010.

Restaurant Management

Each restaurant is managed by its own manager and has its own chef. Food products and other supplies are purchased primarily from various unaffiliated suppliers, in most cases by our headquarters personnel. Our Columbus Bakery in Las Vegas supplies bakery products to most of our Las Vegas restaurants in addition to operating a wholesale bakery. Each of our restaurants has two or more assistant managers and sous chefs (assistant chefs). Financial and management control is maintained at the corporate level through the use of automated systems that include centralized accounting and reporting.

Purchasing and Distribution

We strive to obtain quality menu ingredients, raw materials and other supplies and services for our operations from reliable sources at competitive prices. Substantially all menu items are prepared on each restaurants premises daily from scratch, using fresh ingredients. Each restaurants management determines the quantities of food and supplies required and orders the items from local, regional and national suppliers on terms negotiated by our centralized purchasing staff. Restaurant-level inventories are maintained at a minimum dollar-value level in relation to sales due to the relatively rapid turnover of the perishable produce, poultry, meat, fish and dairy commodities that are used in operations.

We attempt to negotiate short-term and long-term supply agreements depending on market conditions and expected demand. However, we do not contract for long periods of time for our fresh commodities such as produce, poultry, meat, fish and dairy items and, consequently, such commodities can be subject to unforeseen supply and cost fluctuations. Independent foodservice distributors deliver most food and supply items daily to restaurants. The financial impact of such supply agreements would not have a material adverse effect on our financial position.

Employees

At December 15, 2010, we employed 2,029 persons (including employees at managed facilities), 1,343 of whom were full-time employees, 686 of whom were part-time employees, 45 of whom were headquarters personnel, 179 of whom were restaurant management personnel, 581 of whom were kitchen personnel and 1,224 of whom were restaurant service personnel. A number of our restaurant service personnel are employed on a part-time basis. Changes in minimum wage levels may affect our labor costs and the restaurant industry generally because a large percentage of restaurant personnel are paid at or slightly above the minimum wage. Our employees are not covered by a collective bargaining agreement.

Government Regulation

We are subject to various federal, state and local laws affecting our business. Each restaurant is subject to licensing and regulation by a number of governmental authorities that may include alcoholic beverage control, health, sanitation, environmental, zoning and public safety agencies in the state or municipality in which the restaurant is located. Difficulties in obtaining or failures to obtain the required licenses or approvals could delay or prevent the development and openings of new restaurants, or could disrupt the operations of existing restaurants.

Alcoholic beverage control regulations require each of our restaurants to apply to a state authority and, in certain locations, county and municipal authorities for licenses and permits to sell alcoholic beverages on the premises. Typically, licenses must be renewed annually and may be subject to penalties, temporary suspension or revocation for cause at any time. Alcoholic beverage control regulations impact many aspects of the daily operations of our restaurants, including the minimum ages of patrons and employees

consuming or serving such beverages; employee alcoholic beverages training and certification requirements; hours of operation; advertising; wholesale purchasing and inventory control of such beverages; seating of minors and the service of food within our bar areas; and the storage and dispensing of alcoholic beverages. State and local authorities in many jurisdictions routinely monitor compliance with alcoholic beverage laws. The failure to receive or retain, or a delay in obtaining, a liquor license for a particular restaurant could adversely affect our ability to obtain such licenses in jurisdictions where the failure to receive or retain, or a delay in obtaining, a liquor license occurred.

We are subject to dram-shop statutes in most of the states in which we have operations, which generally provide a person injured by an intoxicated person the right to recover damages from an establishment that wrongfully served alcoholic beverages to such person. We carry liquor liability coverage as part of our existing comprehensive general liability insurance. A settlement or judgment against us under a dram-shop statute in excess of liability coverage could have a material adverse effect on our operations.

Various federal and state labor laws govern our operations and our relationship with employees, including such matters as minimum wages, breaks, overtime, fringe benefits, safety, working conditions and citizenship requirements. We are also subject to the regulations of the Immigration and Naturalization Service (INS). If our employees do not meet federal citizenship or residency requirements, this could lead to a disruption in our work force. Significant government-imposed increases in minimum wages, paid leaves of absence and mandated health benefits, or increased tax reporting, assessment or payment requirements related to employees who receive gratuities could be detrimental to our profitability.

Our facilities must comply with the applicable requirements of the Americans With Disabilities Act of 1990 (ADA) and related state statutes. The ADA prohibits discrimination on the basis of disability with respect to public accommodations and employment. Under the ADA and related state laws, when constructing new restaurants or undertaking significant remodeling of existing restaurants, we must make them more readily accessible to disabled persons.

The New York State Liquor Authority must approve any transaction in which a shareholder of the licensee increases his holdings to 10% or more of the outstanding capital stock of the licensee and any transaction involving 10% or more of the outstanding capital stock of the licensee.

Seasonal Nature of Business

Our business is highly seasonal. The second quarter of our fiscal year, consisting of the non-holiday portion of the cold weather season in New York and Washington (January, February and March), is the poorest performing quarter. We achieve our best results during the warm weather, attributable to our extensive outdoor dining availability, particularly at Bryant Park in New York and Sequoia in Washington, D.C. (our largest restaurants) and our outdoor cafes. However, even during summer months these facilities can be adversely affected by unusually cool or rainy weather conditions. Our facilities in Las Vegas generally operate on a more consistent basis through the year.

Terrorism and International Unrest

The terrorist attacks on the World Trade Center in New York and the Pentagon in Washington, D.C. on September 11, 2001 had a material adverse effect on our revenues. As a result of the attacks, one of our restaurants, The Grill Room, located at 2 World Financial Center, which is adjacent to the World Trade Center, experienced some damage. The Grill Room was closed from September 11, 2001 and reopened in early December 2002.

Our restaurants in New York, Las Vegas, Washington D.C. and Florida benefit from tourist traffic. Though the Las Vegas market has shown resiliency, the sluggish economy and the lingering effects of September 11, 2001 have had an adverse effect on our restaurants. Recovery depends upon a general improvement in economic conditions and the publics willingness and inclination to resume vacation and convention travel. Additional acts of terrorism in the United States or substantial international unrest may have a material adverse effect on our business and revenues.

Item 1A. Risk Factors.

The following are the most significant risk factors applicable to us:

RISKS RELATED TO OUR BUSINESS

The recent disruptions in the overall economy and the financial markets may adversely impact our business.

The restaurant industry has been affected by current economic factors, including the deterioration of national, regional and local economic conditions, declines in employment levels, and shifts in consumer spending patterns. The recent disruptions in the overall economy and volatility in the financial markets have reduced, and may continue to reduce, consumer confidence in the economy, negatively affecting consumer restaurant spending, which could be harmful to our financial position and results of operations. As a result, decreased cash flow generated from our business may adversely affect our financial position and our ability to fund our operations. In addition, macro economic disruptions, as well as the restructuring of various commercial and investment banking organizations, could adversely affect our ability to access the credit markets. The disruption in the credit markets may also adversely affect the availability of financing for our expansions and operations, and could impact our vendors ability to meet supply requirements. There can be no assurance that government responses to the disruptions in the financial markets will restore consumer confidence, stabilize the markets, or increase liquidity and the availability of credit.

Failure of our restaurants to achieve expected results could have a negative impact on our revenues and performance results.

Performance results currently achieved by our restaurants may not be indicative of longer term performance or the potential market acceptance of restaurants in new locations. We cannot be assured that new restaurants that we open will have similar operating results as existing restaurants. New restaurants take several months to reach expected operating levels due to inefficiencies typically associated with new restaurants, including lack of market awareness, inability to hire sufficient staff and other factors. The failure of our existing or new restaurants to perform as predicted could negatively impact our revenues and results of operations.

Our unfamiliarity with new markets may present risks, which could have a material adverse effect on our future growth and profitability.

Due to higher operating costs caused by temporary inefficiencies typically associated with expanding into new regions and opening new restaurants, such as lack of market awareness and acceptance and limited availability of experienced staff, continued expansion may result in an increase in our operating costs. New markets may have different competitive conditions, consumer tastes and discretionary spending patterns than our existing markets, which may cause our restaurants in these new markets to be less successful than our restaurants in our existing markets. We cannot assure you that restaurants in new markets will be successful.

Our ability to open new restaurants efficiently is subject to a number of factors beyond our control, including:

| | Selection
and availability of suitable restaurant sites; |
| --- | --- |
| | Negotiation
of acceptable lease or purchase terms for such sites; |

| | Negotiation
of reasonable construction contracts and adequate supervision of
construction; |
| --- | --- |
| | Our ability
to secure required governmental permits and approvals for both construction
and operation; |
| | Availability
of adequate capital; |
| | General
economic conditions; and |
| | Adverse
weather conditions. |

We may not be successful in addressing these factors, which could adversely affect our ability to open new restaurants on a timely basis, or at all. Delays in opening or failures to open new restaurants could cause our business, results of operations and financial condition to suffer.

Terrorism and war may have material adverse effect on our business.

Terrorist attacks, such as the attacks that occurred in New York and Washington, D.C. on September 11, 2001, and other acts of violence or war in the United States or abroad, may affect the markets in which we operate and our business, results of operations and financial conditions. The potential near-term and long-term effects these events may have on our business operations, our customers, the markets in which we operate and the economy is uncertain. Because the consequences of any terrorist attacks, or any armed conflicts, are unpredictable, we may not be able to foresee events that could have an adverse effect on our markets or our business.

Increases in the minimum wage may have a material adverse effect on our business and financial results.

Many of our employees are subject to various minimum wage requirements. Many of our restaurants are located in states where the minimum wage was recently increased. There likely will be additional increases implemented in jurisdictions in which we operate or seek to operate. These minimum wage increases may have a material adverse effect on our business, financial condition, results of operations or cash flows.

Future changes in financial accounting standards may cause adverse unexpected operating results and affect our reported results of operations.

Changes in accounting standards can have a significant effect on our reported results and may affect our reporting of transactions completed before the change is effective. New pronouncements and varying interpretations of pronouncements have occurred and may occur in the future.

Changes to existing rules or differing interpretations with respect to our current practices may adversely affect our reported financial results.

Rising insurance costs could negatively impact profitability.

The cost of insurance (workers compensation insurance, general liability insurance, property insurance, health insurance and directors and officers liability insurance) has risen significantly over the past few years and is expected to continue to increase. These increases, as well as potential state legislation requirements for employers to provide health insurance to employees, could have a negative impact on our profitability if we are not able to negate the effect of such increases with plan modifications and cost control measures or by continuing to improve our operating efficiencies.

Compliance with existing and new regulations of corporate governance and public disclosure may result in additional expenses.

Compliance with changing laws, regulations and standards relating to corporate governance and public disclosure, including the Sarbanes-Oxley Act of 2002, new SEC regulations and NASDAQ Stock Market rules, has required an increased amount of management attention and external resources. We are committed to maintaining high standards of corporate governance and public disclosure. This investment, required to comply with these changing regulations, may result in increased general and administrative expenses and a diversion of management time and attention from revenue-generating activities to compliance activities.

Intense competition in the restaurant industry could prevent us from increasing or sustaining our revenues and profitability.

The restaurant industry is intensely competitive with respect to food quality, price-value relationships, ambiance, service and location, and many restaurants compete with us at each of our locations. There are a number of well-established competitors with substantially greater financial, marketing, personnel and other resources than ours, and many of our competitors are well established in the markets where we have restaurants, or in which we intend to locate restaurants. Additionally, other companies may develop restaurants that operate with similar concepts.

Any inability to successfully compete with the other restaurants in our markets will prevent us from increasing or sustaining our revenues and profitability and result in a material adverse effect on our business, financial condition, results of operations or cash flows. We may also need to modify or refine elements of our restaurant system to evolve our concepts in order to compete with popular new restaurant formats or concepts that may develop in the future. We cannot assure you that we will be successful in implementing these modifications or that these modifications will not reduce our profitability.

Our profitability is dependent in large measure on food, beverage and supply costs which are not within our control.

Our profitability is dependent in large measure on our ability to anticipate and react to changes in food, beverage and supply costs. Various factors beyond our control, including climatic changes and government regulations, may affect food and beverage costs. Specifically, our dependence on frequent, timely deliveries of fresh beef, poultry, seafood and produce subjects us to the risks of possible shortages or interruptions in supply caused by adverse weather or other conditions, which could adversely affect the availability and cost of any such items. We cannot assure you that we will be able to anticipate or react to increasing food and supply costs in the future. The failure to react to these increases could materially and adversely affect our business, results of operations and financial condition.

The restaurant industry is affected by changes in consumer preferences and discretionary spending patterns that could result in a reduction in our revenues.

Consumer preferences could be affected by health concerns or by specific events such as the outbreak of or scare caused by mad cow disease, the popularity of the Atkins diet and the South Beach diet and changes in consumer preferences, such as carb consciousness. If we were to have to modify our restaurants menus, we may lose customers who would be less satisfied with a modified menu, and we may not be able to attract a new customer base to generate the necessary revenues to maintain our income from restaurant operations. A change in our menus may also result in us having different competitors. We may not be able to successfully compete against established competitors in the general restaurant market. Our success also depends on various factors affecting discretionary consumer spending, including

economic conditions, disposable consumer income, consumer confidence and the United States participation in military activities. Adverse changes in these factors could reduce our customer base and spending patterns, either of which could reduce our revenues and results of operations.

Our geographic concentrations could have a material adverse effect on our business, results of operations and financial condition.

We currently operate in seven regions, New York City, Washington, D.C., Las Vegas, Nevada, Tampa and Hollywood, Florida, Atlantic City, New Jersey, Ledyard, Connecticut, and Boston, Massachusetts and our Las Vegas, Florida, Atlantic City, and Connecticut operations are all located in casinos. As a result, we are particularly susceptible to adverse trends and economic conditions in these markets, including its labor market, and the casino market in general, which could have a negative impact on our profitability as a whole. In addition, given our geographic concentration, negative publicity regarding any of our restaurants could have a material adverse effect on our business, results of operations and financial condition, as could other regional occurrences such as acts of terrorism, local strikes, natural disasters or changes in laws or regulations.

Our operating results may fluctuate significantly due to seasonality and other factors beyond our control.

Our business is subject to seasonal fluctuations, which may vary greatly depending upon the region of the United States in which a particular restaurant is located. In addition to seasonality, our quarterly and annual operating results and comparable unit sales may fluctuate significantly as a result of a variety of factors, including:

| | The amount
of sales contributed by new and existing restaurants; |
| --- | --- |
| | The timing
of new openings; |
| | Increases in
the cost of key food or beverage products; |
| | Labor costs
for our personnel; |
| | Our ability
to achieve and sustain profitability on a quarterly or annual basis; |
| | Adverse
weather; |
| | Consumer
confidence and changes in consumer preferences; |
| | Health
concerns, including adverse publicity concerning food-related illness; |
| | The level of
competition from existing or new competitors; |
| | Economic
conditions generally and in each of the market in which we are located; and |
| | Acceptance
of a new or modified concept in each of the new markets in which we could be
located. |

These fluctuations make it difficult for us to predict and address in a timely manner factors that may have a negative impact on our business, results of operations and financial condition.

Any expansion may strain our infrastructure, which could slow restaurant development.

Any expansion may place a strain on our management systems, financial controls, and information systems. To manage growth effectively, we must maintain the high level of quality and service at our existing and future restaurants. We must also continue to enhance our operational, information, financial and management systems and locate, hire, train and retain qualified personnel, particularly restaurant managers. We cannot predict whether we will be able to respond on a timely basis to all of the changing demands that any expansion will impose on management and those systems and controls. If we are not

able to effectively manage any one or more of these or other aspects of expansion, our business, results of operations and financial condition could be materially adversely affected.

Our inability to retain key personnel could negatively impact our business.

Our success will continue to be highly dependent on our key operating officers and employees. We must continue to attract, retain and motivate a sufficient number of qualified management and operating personnel, including general managers and chefs. The ability of these key personnel to maintain consistency in the quality and atmosphere of our restaurants is a critical factor in our success. Any failure to do so may harm our reputation and result in a loss of business.

We could face labor shortages, increased labor costs and other adverse effects of varying labor conditions.

The development and success of our restaurants depend, in large part, on the efforts, abilities, experience and reputations of the general managers and chefs at such restaurants. In addition, our success depends in part upon our ability to attract, motivate and retain a sufficient number of qualified employees, including restaurant managers, kitchen staff and wait staff. Qualified individuals needed to fill these positions are in short supply and the inability to recruit and retain such individuals may delay the planned openings of new restaurants or result in high employee turnover in existing restaurants. A significant delay in finding qualified employees or high turnover of existing employees could materially and adversely affect our business, results of operations and financial condition. Also, competition for qualified employees could require us to pay higher wages to attract sufficient qualified employees, which could result in higher, labor costs. In addition, increases in the minimum hourly wage, employment tax rates and levies, related benefits costs, including health insurance, and similar matters over which we have no control may increase our operating costs.

Unanticipated costs or delays in the development or construction of future restaurants could prevent our timely and cost-effective opening of new restaurants.

We depend on contractors and real estate developers to construct our restaurants. Many factors may adversely affect the cost and time associated with the development and construction of our restaurants, including:

| | Labor
disputes; |
| --- | --- |
| | Shortages of
materials or skilled labor; |
| | Adverse
weather conditions; |
| | Unforeseen
engineering problems; |
| | Environmental
problems; |
| | Construction
or zoning problems; |
| | Local
government regulations; |
| | Modifications
in design; and |
| | Other unanticipated
increases in costs. |

Any of these factors could give rise to delays or cost overruns, which may prevent us from developing additional restaurants within our anticipated budgets or time periods or at all. Any such failure could cause our business, results of operations and financial condition to suffer.

We may not be able to obtain and maintain necessary federal, state and local permits which could delay or prevent the opening of future restaurants.

Our business is subject to extensive federal, state and local government regulations, including regulations relating to:

| | Alcoholic
beverage control; |
| --- | --- |
| | The
purchase, preparation and sale of food; |
| | Public
health and safety; |
| | Sanitation,
building, zoning and fire codes; and |
| | Employment
and related tax matters. |

All of these regulations impact not only our current operations but also our ability to open future restaurants. We will be required to comply with applicable state and local regulations in new locations into which we expand. Any difficulties, delays or failures in obtaining licenses, permits or approvals in such new locations could delay or prevent the opening of a restaurant in a particular area or reduce operations at an existing location, either of which would materially and adversely affect our business, results of operations and financial condition.

The restaurant industry is affected by litigation and publicity concerning food quality, health and other issues, which can cause guests to avoid our restaurants and result in liabilities.

Health concerns, including adverse publicity concerning food-related illness, although not specifically related to our restaurants, could cause guests to avoid our restaurants, which would have a negative impact on our sales. We may also be the subject of complaints or litigation from guests alleging food-related illness, injuries suffered on the premises or other food quality, health or operational concerns. A lawsuit or claim could result in an adverse decision against us that could have a material adverse effect on our business and results of operations. We may also be subject to litigation which, regardless of the outcome, could result in adverse publicity. Adverse publicity resulting from such allegations may materially adversely affect us and our restaurants, regardless of whether such allegations are true or whether we are ultimately held liable. Such litigation, adverse publicity or damages could have a material adverse effect on our competitive position, business, results of operations and financial condition and results of operations.

Many of our operations are located in casinos and much of our success will be dependent on the success of those casinos.

The success of the business of our restaurants located in Las Vegas, Nevada, Atlantic City, New Jersey, Tampa and Hollywood, Florida, and Ledyard, Connecticut will be substantially dependent on the success of the casinos in which the company operates in these locations to attract customers for themselves and for our restaurants. The successful operation of the casinos in these locations is subject to various risks and uncertainties including:

| | The risk
associated with governmental approvals of gaming; |
| --- | --- |
| | The risk of
a change in laws regulating gaming operations; |
| | Operating in
a limited market; |
| | Competitive
risks relating to casino operations; and |
| | Risks of
terrorism and war. |

RISKS RELATED TO OUR COMMON STOCK

The fact that a relatively small number of investors hold our publicly traded common stock could cause our stock price to fluctuate.

The market price of our common stock could fluctuate as a result of sales by our existing stockholders of a large number of shares of our common stock in the market or the perception that such sales could occur. A large number of shares of our common stock is concentrated in the hands of a small number of individual and institutional investors and is thinly traded. An attempt to sell by a large holder could adversely affect the price of our stock.

Ownership of a substantial majority of our outstanding common stock by a limited number of stockholders will limit your ability to influence corporate matters.

A substantial majority of our capital stock is held by a limited number of stockholders. Accordingly, such stockholders will likely have a strong influence on major decisions of corporate policy, and the outcome of any major transaction or other matters submitted to our stockholders or board of directors, including potential mergers or acquisitions, and amendments to our Amended and Restated Certificate of Incorporation. Stockholders other than these principal stockholders are therefore likely to have little influence on decisions regarding such matters.

The price of our common stock may fluctuate significantly.

The price at which our common stock will trade may fluctuate significantly. The stock market has from time to time experienced significant price and volume fluctuations. The trading price of our common stock could be subject to wide fluctuations in response to a number of factors, including:

	Fluctuations in quarterly or annual results of operations;
	Changes in published earnings estimates by analysts and whether our
actual earnings meet or exceed such estimates;
	Additions or departures of key personnel; and
	Changes in overall stock market conditions, including the stock
prices of other restaurant companies.

In the past, companies that have experienced extreme fluctuations in the market price of their stock have been the subject of securities class action litigation. If we were to be subject to such litigation, it could result in substantial costs and a diversion of our managements attention and resources, which may have a material adverse effect on our business, results of operations, and financial condition.

Item 1B. Unresolved Staff Comments.

Not applicable.

ITEM 2. Properties

Our restaurant facilities and our executive offices are occupied under leases. Most of our restaurant leases provide for the payment of base rents plus real estate taxes, insurance and other expenses and, in certain instances, for the payment of a percentage of our sales at such facility. As of October 2, 2010, these leases (including leases for managed restaurants) have terms (including any available renewal options) expiring as follows:

Years Lease Terms Expire	Number of Facilities
2011-2015	6
2016-2020	6
2021-2025	5
2026-2030	6
2031-2035	2

Our executive, administrative and clerical offices are located in approximately 8,500 square feet of office space at 85 Fifth Avenue, New York, New York. Our lease for this office space expires in 2015.

Our lease for office space related to our Washington, D.C. catering operations expires in 2012.

For information concerning our future minimum rental commitments under non-cancelable operating leases, see Note 10 of the Consolidated Financial Statements.

See also Item 1. Business Overview for a list of restaurant properties.

ITEM 3. Legal Proceedings

In the ordinary course of our business, we are a party to various lawsuits arising from accidents at our restaurants and workers compensation claims, which are generally handled by our insurance carriers.

Our employment of management personnel, waiters, waitresses and kitchen staff at a number of different restaurants has resulted in the institution, from time to time, of litigation alleging violation by us of employment discrimination laws. We do not believe that any of such suits will have a materially adverse effect upon us, our financial condition or operations.

ITEM 4. Submission of Matters to a Vote of Security Holders

There were no matters submitted to a vote of security holders during the fourth quarter.

Executive Officers of the Registrant

The following table sets forth the names and ages of our executive officers and all offices held by each person:

| Name | Age | Positions
and Offices |
| --- | --- | --- |
| Michael
Weinstein | 67 | Chairman and
Chief Executive Officer |
| Vincent
Pascal | 67 | Senior Vice
President |
| Robert
Towers | 63 | President,
Chief Operating Officer and Treasurer |
| Paul Gordon | 59 | Senior Vice
President |
| Robert
Stewart | 54 | Chief
Financial Officer |

Each of our executive officers serves at the pleasure of the Board of Directors and until his successor is duly elected and qualifies.

Michael Weinstein has been our Chief Executive Officer and a director since our inception in January 1983. During the past five years, Mr. Weinstein has been an officer, director and 25% shareholder of Easy Diners, Inc., RSWB Corp. and BSWR Corp. (since 1998). Mr. Weinstein is the owner of 24% of the membership interests in each of Dockeast, LLC and Dockwest, LLC. These companies operate four restaurants in New York City, and none of these companies is a parent, subsidiary or other affiliate of us. Mr. Weinstein spends substantially all of his business time on Company-related matters.

Vincent Pascal was elected our Vice President, Assistant Secretary and a director in October 1985. Mr. Pascal became a Senior Vice President in 2001.

Robert Towers has been employed by us since November 1983 and was elected Vice President, Treasurer and a director in March 1987. Mr. Towers became an Executive Vice President and Chief Operating Officer in 2001 and was elected President in 2007.

Paul Gordon has been employed by us since 1983 and was elected as a director in November 1996 and a Senior Vice President in 2001. Mr. Gordon is the manager of our Las Vegas operations. Prior to assuming that role in 1996, Mr. Gordon was the manager of our operations in Washington, D.C. since 1989.

Robert Stewart has been employed by us since June 2002 and was elected Chief Financial Officer effective as of June 24, 2002. For the three years prior to joining us, Mr. Stewart was a Chief Financial Officer and Executive Vice President at Fortis Capital Holdings. For eleven years prior to joining Fortis Capital Holdings, Mr. Stewart held senior financial and audit positions in Skandinaviska Enskilda Banken in their New York, London and Stockholm offices.

PART II

ITEM 5. Market For The Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Market for Our Common Stock

Our Common Stock, $.01 par value, is traded in the over-the-counter market on the Nasdaq National Market under the symbol ARKR. The high and low sale prices for our Common Stock from September 28, 2008 through October 2, 2010 are as follows:

	High	Low
Calendar
2008
Fourth
Quarter	$ 17.03	$ 8.35
Calendar
2009
First
Quarter	12.20	8.91
Second
Quarter	14.09	9.30
Third
Quarter	18.94	12.05
Fourth
Quarter	17.80	12.48
Calendar
2010
First
Quarter	14.27	13.21
Second Quarter	14.93	13.35
Third
Quarter	15.00	12.55

Dividend Policy

A quarterly cash dividend in the amount of $0.44 per share was declared on October 10, 2008. On December 18, 2008, the Board of Directors suspended the dividend due to the then existing economic conditions. On September 16, 2009, the Board of Directors declared a special cash dividend in the amount of $1.00 per share. On December 1, 2009, March 1, 2010, May 26, 2010, August 27, 2010 and November 23, 2010 our Board of Directors declared quarterly cash dividends in the amount of $0.25 per share. We intend to continue to pay such quarterly cash dividends for the foreseeable future, however, the payment of future dividends is at the discretion of our Board of Directors and is based on future earnings, cash flow, financial condition, capital requirements, changes in U.S. taxation and other relevant factors.

-22-

Securities Authorized for Issuance under Equity Compensation Plans

The Company has options outstanding under two stock option plans, the 2004 Stock Option Plan (the 2004 Plan) and the 2010 Stock Option Plan (the 2010 Plan), which was approved by shareholders in the second quarter of 2010. Effective with this approval the Company terminated the 2004 Plan. This action terminated the 400 authorized but unissued options under the 2004 Plan but it did not affect any of the options previously issued under the 2004 Plan.

Options granted under the 2004 Plan are exercisable at prices at least equal to the fair market value of such stock on the dates the options were granted. The options expire ten years after the date of grant.

The 2010 Stock Option Plan is the Companys only equity compensation plan currently in effect. Under the 2010 Stock Option Plan, 500,000 options were authorized for future grant. Options granted under the 2010 Plan are exercisable at prices at least equal to the fair market value of such stock on the dates the options were granted.

The following is a summary of the securities issued and authorized for issuance under our Stock Option Plans at October 2, 2010:

| Plan Category — Equity compensation plans approved by shareholders | 421,064 | (b)
Weighted - average exercise price of outstanding options, warrants and rights — $ 22.88 | 500,000 |
| --- | --- | --- | --- |
| Equity compensation plans not approved by shareholders 1 | None | N/A | None |
| Total | 421,064 | $ 22.88 | 500,000 |

Of the 421,064 options outstanding on October 2, 2010, 300,500 were held by the Companys officers and directors.

(1) The Company has no equity compensation plan that was not approved by shareholders.

Stock Performance Graph

The graph set forth below compares the yearly percentage change in cumulative total shareholder return on the Companys Common Stock for the five-year period commencing October 1, 2005 and ending October 2, 2010 against the cumulative total return on the NASDAQ Market Index and a peer group comprised of those public companies whose business activities fall within the same standard industrial classification code as the Company. This graph assumes a $100 investment in the Companys Common Stock and in each index on October 1, 2005 and that all dividends paid by companies included in each index were reinvested.

| COMPARISON
OF 5 YEAR CUMULATIVE TOTAL RETURN * |
| --- |
| Among
Ark Restaurants Corp.. the NASDAQ Composite Index and SIC Code 5812-Eating & Drinking Places |

*$100 invested on 10/1/05 in stock or 9/30/05 in index, including reinvestment of dividends. Index calculated on month-end basis

10/1/05	9/30/06	9/29/07	9/27/08	10/3/09	10/2/10
Ark Restaurants Corp.	100.00	89.08	142.00	73.92	77.02	69.92
NASDAQ Composite	100.00	106.39	127.37	96.70	100.00	112.86
SIC Code 5812 - Eating & Drinking Places	100.00	119.53	138.64	135.01	132.29	180.47

ITEM 6. Selected Consolidated Financial Data

Not applicable.

Item 7. Managements Discussion and Analysis of Financial Condition and Results of Operations

Overview

The Companys operating income of $2,999,000 for the year ended October 2, 2010 decreased 8% compared to operating income of $3,272,000 for the year ended October 3, 2009. This decrease resulted primarily from a slight increase in revenues as discussed below, offset by increased professional fees and a loss on disposal of fixed assets related to Pinch & SMac.

The Company has substantial fixed costs that do not decline proportionally with sales. The first and second fiscal quarters, which include the winter months, usually reflect lower customer traffic than in the third and fourth fiscal quarters. In addition, sales in the third and fourth fiscal quarters can be adversely affected by inclement weather due to the significant amount of outdoor seating at the Companys restaurants.

Accounting period

Our fiscal year ends on the Saturday nearest September 30. We report fiscal years under a 52/53-week format. This reporting method is used by many companies in the hospitality industry and is meant to improve year-to-year comparisons of operating results. Under this method, certain years will contain 53 weeks. The fiscal year ended October 3, 2009 included 53 weeks and the fiscal year ended October 2, 2010 included 52 weeks.

Revenues

Total revenues increased 2.4%, or $2,761,000, from fiscal 2009 to fiscal 2010. The increase in revenues was primarily attributable to a decrease in same store sales of $1,437,000 (discussed below) offset by sales from our new restaurant, Robert , in New York City and higher management fees.

Food and Beverage Sales

Same store sales decreased 1.4%, or $1,437,000, on a Company-wide basis from fiscal 2009 to fiscal 2010. Same store sales in Las Vegas decreased by $2,515,000, or 4.9%, in fiscal 2010 compared to fiscal 2009 as they were negatively affected by the continued unwillingness of the public to engage in gaming activities and a decrease in tourism and convention business. Same store sales in New York increased $2,181,000, or 7.7%, during fiscal 2010 as a result of slightly improved local economic conditions combined with improved weather conditions in the third and fourth quarters as compared to the same quarters in 2009. Same store sales in Washington D.C. decreased by $861,000, or 4.8%, during fiscal 2010 due to the benefit in the prior year as a result of catering business related to the presidential inaugurations. Same store sales in Atlantic City decreased by $176,000 or 6.6% in fiscal 2010 compared to fiscal 2009 as they were negatively affected by the continued unwillingness of the public to engage in gaming activities as well as the introduction of table games in the slot machine parlors located in nearby Pennsylvania. Same store sales in Boston were essentially unchanged from the prior year. Same store sales in Connecticut decreased $72,000, or 4.7%, during fiscal 2010 as they were negatively affected by the continued unwillingness of the public to engage in gaming activities.

Other Income

Other income, which consists of the sale of merchandise at various restaurants, management fee income and door sales, for the year ended October 2, 2010 was $3,099,000 compared to $2,063,000 for the year ended October 3, 2009; an increase of 50.2% due primarily to an increase in management fees from the Companys unconsolidated managed restaurants. We manage:

| | the Tampa and Hollywood
Florida food court operations, and |
| --- | --- |
| | the Lucky Seven at Foxwoods. |

Sales of the Tampa and Hollywood Florida food court operations were $15,109,000 during fiscal 2010 compared to $14,264,000 during fiscal 2009. Sales of Lucky Seven were $2,361,000 during fiscal 2010 compared to $2,468,000 during fiscal 2009.

Costs and Expenses

Food and beverage costs for the year ended October 2, 2010 as a percentage of total revenues were 25.8% and have remained relatively consistent as compared to 25.6% for the year ended October 3, 2009.

Payroll expenses for the year ended October 2, 2010 as a percentage of total revenues were 32.3% and have remained constant as compared to the year ended October 3, 2009.

Occupancy expenses as a percentage of total revenues were 14.2% for the year ended October 2, 2010 as compared to 14.5% for the year ended October 3, 2009. The decrease in occupancy expenses was due primarily to a one-time expense of $220,000 in the second fiscal quarter of 2009 for a real estate tax adjustment related to a restaurant in Washington D.C.

Other operating costs and expenses as a percentage of total revenues were 13.8% for the year ended October 2, 2010 as compared to 14.0% for the year ended October 3, 2009.

General and administrative expenses as a percentage of total revenue were 8.1% in fiscal 2010 and 7.7% in fiscal 2009. This slight increase was primarily due to increased professional fees of $155,000 and additional share-based compensation of $102,000 partially offset by an increase in total revenues.

Interest expense was $29,000 in fiscal 2010 and $43,000 in fiscal 2009. Interest income was $82,000 in fiscal 2010 and $295,000 in fiscal 2009. Investments are made in government securities and investment quality corporate instruments.

Other income, which generally consists of purchasing service fees, equity in losses of affiliates and other income at various restaurants, was $386,000 and $559,000 for fiscal 2010 and 2009, respectively.

Income Taxes

The provision for income taxes reflects Federal income taxes calculated on a consolidated basis and state and local income taxes calculated by each New York subsidiary on a non-consolidated basis. Most of the restaurants we own or manage are owned or managed by a separate subsidiary.

For state and local income tax purposes, the losses incurred by a subsidiary may only be used to offset that subsidiarys income, with the exception of the restaurants operating in the District of Columbia. Accordingly, our overall effective tax rate has varied depending on the level of losses incurred at individual subsidiaries.

Our overall effective tax rate in the future will be affected by factors such as the level of losses incurred at our New York facilities, which cannot be consolidated for state and local tax purposes, pre-tax income earned outside of New York City and the utilization of state and local net operating loss carry forwards. Nevada has no state income tax and other states in which we operate have income tax rates substantially lower in comparison to New York. In order to utilize more effectively tax loss carry forwards at restaurants that were unprofitable, we have merged certain profitable subsidiaries with certain loss subsidiaries.

The Revenue Reconciliation Act of 1993 provides tax credits to us for FICA taxes paid on tip income of restaurant service personnel. The net benefit to us was $607,000 in fiscal 2010 and $661,000 in fiscal 2009.

Liquidity and Capital Resources

Our primary source of capital has been cash provided by operations. We utilize cash generated from operations to fund the cost of developing and opening new restaurants, acquiring existing restaurants owned by others and remodeling existing restaurants we own.

Net cash provided by operating activities for the year ended October 2, 2010 was $5,548,000, compared to $7,707,000 for the prior year. This net change was primarily attributable to unfavorable working capital changes.

Net cash used in investing activities for the year ended October 2, 2010 was $1,739,000 and resulted from net proceeds from the sales of investment securities partially offset by purchases of fixed assets at existing restaurants and the construction of Robert in New York City. Net cash used in investing activities for the year ended October 3, 2009 was $2,870,000 and resulted from net proceeds from the sales of investment securities offset by purchases of fixed assets at existing restaurants and the construction of Yolos, a Mexican restaurant located at the Planet Hollywood Resort and Casino located in Las Vegas, Nevada.

Net cash used in financing activities for the years ended October 2, 2010 and October 3, 2009 of $7,250,000 and $2,363,000, respectively, was principally used for the payment of dividends and purchases of treasury stock.

The Company had a working capital surplus of $4,897,000 at October 2, 2010 as compared to a working capital surplus of $5,883,000 at October 3, 2009.

A quarterly cash dividend in the amount of $0.44 per share was declared on October 10, 2008. On September 16, 2009, our Board of Directors declared a special cash dividend in the amount of $1.00 per share. On December 1, 2009, March 1, 2010, May 26, 2010, August 27, 2010 and November 23, 2010 our Board of Directors declared quarterly cash dividends in the amount of $0.25 per share. We intend to continue to pay such quarterly cash dividend for the foreseeable future, however, the payment of future

dividends is at the discretion of our Board of Directors and is based on future earnings, cash flow, financial condition, capital requirements, changes in U.S. taxation and other relevant factors.

In February 2010, the Company entered into an amendment to its lease for the food court space at the New York-New York Hotel and Casino in Las Vegas, Nevada. Pursuant to this amendment, the Company agreed to, among other things; commit no less than $3,000,000 to remodel the food court by March 2012. In exchange for this commitment the landlord agreed to extend the food court lease for an additional four years.

Restaurant Expansion

We are not currently committed to any projects. We may take advantage of opportunities we consider to be favorable, when they occur, depending upon the availability of financing and other factors.

Recent Restaurant Dispositions and Charges

During the fourth fiscal quarter of 2010, we closed our Pinch & SMac operation located in New York City and re-concepted the location as Polpette, which features meatballs and other Italian food. In connection with these changes we recorded a loss on disposal of fixed assets in the amount of $358,000 which is included in Other Operating Costs and Expenses in the consolidated statement of income for the year ended October 2, 2010.

Critical Accounting Policies

Our significant accounting policies are more fully described in Note 1 to our consolidated financial statements. While all these significant accounting policies impact our financial condition and results of operations, we view certain of these policies as critical. Policies determined to be critical are those policies that have the most significant impact on our consolidated financial statements and require management to use a greater degree of judgment and estimates. Actual results may differ from those estimates.

We believe that given current facts and circumstances, it is unlikely that applying any other reasonable judgments or estimate methodologies would cause a material effect on our consolidated results of operations, financial position or cash flows for the periods presented in this report.

Below are listed certain policies that management believes are critical:

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The accounting estimates that require our most difficult and subjective judgments include allowances for potential bad debts on receivables, inventories, the useful lives and recoverability of our assets, such as property and intangibles, fair values of financial instruments and share-based compensation, the realizable value of our tax assets and other matters. Because of the uncertainty in such estimates, actual results may differ from these estimates.

Long-Lived Assets

Long-lived assets, such as property, plant and equipment, and purchased intangibles subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. In the evaluation of the fair value and future benefits of long-lived assets, we perform an analysis of the anticipated undiscounted future net cash flows of the related long-lived assets. If the carrying value of the related asset exceeds the undiscounted cash flows, the carrying value is reduced to its fair value. Various factors including estimated future sales growth and estimated profit margins are included in this analysis. We believe at this time that carrying values and useful lives continue to be appropriate. For the years ended October 2, 2010 and October 3, 2009, no impairment charges were deemed necessary.

Leases

We recognize rent expense on a straight-line basis over the expected lease term, including option periods as described below. Within the provisions of certain leases there are escalations in payments over the base lease term, as well as renewal periods. The effects of the escalations have been reflected in rent expense on a straight-line basis over the expected lease term, which includes option periods when it is deemed to be reasonably assured that we would incur an economic penalty for not exercising the option. Percentage rent expense is generally based upon sales levels and is expensed as incurred. Certain leases include both base rent and percentage rent. We record rent expense on these leases based upon reasonably assured sales levels. The consolidated financial statements reflect the same lease terms for amortizing leasehold improvements as were used in calculating straight-line rent expense for each restaurant. Our judgments may produce materially different amounts of amortization and rent expense than would be reported if different lease terms were used.

Deferred Income Tax Valuation Allowance

We provide such allowance due to uncertainty that some of the deferred tax amounts may not be realized. Certain items, such as state and local tax loss carry forwards, are dependent on future earnings or the availability of tax strategies. Future results could require an increase or decrease in the valuation allowance and a resulting adjustment to income in such period.

Goodwill and Trademarks

Goodwill is recorded when the purchase price paid for an acquisition exceeds the estimated fair value of the net identified tangible and intangible assets acquired. Trademarks, which were acquired in connection with the Durgin Park acquisition, are considered to have an indefinite life and are not being amortized. Goodwill and certain intangible assets are assessed for impairment using fair value measurement techniques. Specifically, goodwill impairment is determined using a two-step process. The first step of the goodwill impairment test is to identify potential impairment by comparing the fair value of the reporting unit (we are being treated as one reporting unit) with its net book value (or carrying amount), including goodwill. If the fair value of the reporting unit exceeds its carrying amount, goodwill of the reporting unit is considered not impaired and the second step of the impairment test is unnecessary. If the carrying amount of the reporting unit exceeds its fair value, the second step of the goodwill impairment test is performed to measure the amount of impairment loss, if any. The second step of the goodwill impairment test compares the implied fair value of the reporting units goodwill with the carrying amount of that goodwill. If the carrying amount of the reporting units goodwill exceeds the implied fair value of that goodwill, an impairment loss is recognized in an amount equal to that excess. The implied fair value of goodwill is determined in the same manner as the amount of goodwill recognized in a business combination. That is, the fair value of the reporting unit is allocated to all of the assets and liabilities of that unit (including any unrecognized intangible assets) as if the reporting unit had been acquired in a business combination and the fair value of the reporting unit was the purchase price paid to acquire the reporting unit. The impairment test for other intangible assets consists of a comparison of the fair value of the intangible asset with its carrying value. If the carrying value of the intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to that excess.

Determining the fair value of the reporting unit under the first step of the goodwill impairment test and determining the fair value of individual assets and liabilities of the reporting unit (including unrecognized intangible assets) under the second step of the goodwill impairment test is judgmental in nature and often involves the use of significant estimates and assumptions. Similarly, estimates and assumptions are used in determining the fair value of other intangible assets. These estimates and assumptions could have a

significant impact on whether or not an impairment charge is recognized and also the magnitude of any such charge. To assist in the process of determining goodwill impairment, we perform internal valuation analyses and consider other market information that is publicly available. Estimates of fair value are primarily determined using discounted cash flows, market comparisons and recent transactions. These approaches use significant estimates and assumptions including projected future cash flows (including timing), a discount rate reflecting the risk inherent in future cash flows, perpetual growth rate, determination of appropriate market comparables and the determination of whether a premium or discount should be applied to comparables. Based on the above policy, no impairment charges were necessary in fiscal 2010 and 2009.

Share-Based Compensation

The Company measures share-based compensation cost at the grant date based on the fair value of the award and recognizes it as expense over the applicable vesting period using the straight-line method. Excess income tax benefits related to share-based compensation expense that must be recognized directly in equity are considered financing rather than operating cash flow activities.

During fiscal 2009, options to purchase 176,600 shares of common stock were granted at an exercise price of $12.04 per share and are exercisable as to 50% of the shares commencing on the first anniversary of the date of grant and as to an additional 50% commencing on the second anniversary of the date of grant. Such options had an aggregate grant date fair value of approximately $624,000. The Company did not grant any options during the fiscal year 2010. The Company generally issues new shares upon the exercise of employee stock options.

Recently Adopted and Issued Accounting Standards

See Note 1 to the Consolidated Financial Statements for a description of recent accounting pronouncements, including those adopted in 2009 and the expected dates of adoption and the anticipated impact on the Consolidated Financial Statements.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Not applicable.

ITEM 8. Financial Statements and Supplementary Data

Our Consolidated Financial Statements are included in this report immediately following Part IV.

| Item 9. | Changes in and
Disagreements With |
| --- | --- |
| | Accountants on Accounting
and Financial Disclosure |
| None. | |
| Item 9A. | Controls and Procedures |

Evaluation of Disclosure Controls and Procedures.

As of October 2, 2010 (the end of the period covered by this report), management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) of the Securities and Exchange Act of 1934, as amended). Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, at the end of such period, our disclosure controls and procedures were effective and provided reasonable assurance that information required to be disclosed in our periodic SEC filings is recorded, processed, summarized and reported within the time periods specified in the SECs rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. However, in evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of such possible controls and procedures.

Managements Annual Report on Internal Control Over Financial Reporting.

Management is responsible for establishing and maintaining adequate internal control over financial reporting as such term is defined in Exchange Act Rule 13a-15(f), and for performing an assessment of the effectiveness of internal control over financial reporting as of October 2, 2010. Internal control over financial reporting is a process designed by, or under the supervision of, our principal executive and principal financial officers, or persons performing similar functions, and effected by our Board of Directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Our internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures are being made only in accordance with authorizations; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of our assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.

Management performed an assessment of the effectiveness of our internal control over financial reporting as of October 2, 2010 based upon the criteria set forth in Internal Control Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on our

assessment, management determined that our internal control over financial reporting was effective as of October 2, 2010.

This Annual Report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting as managements report was not subject to attestation by our registered public accounting firm pursuant the permanent exemption of the SEC that permit us to provide only managements report in this annual report.

Changes in Internal Control Over Financial Reporting

There have been no changes in our internal control over financing reporting that occurred during the quarter ended October 2, 2010 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Item 9B. Other Information

None.

PART III

ITEM 10. Directors, Executive Officers and Corporate Governance

See Part I, Item 4 . Executive Officers of the Registrant. Other information relating to our directors and executive officers is incorporated by reference to the definitive proxy statement for our 2010 annual meeting of stockholders to be filed with the Securities and Exchange Commission (the SEC) pursuant to Regulation 14A no later than 120 days after the end of the fiscal year covered by this form (the Proxy Statement). Information relating to compliance with Section 16(a) of the Exchange Act is incorporated by reference to the Proxy Statement.

Code of Ethics.

We have adopted a code of ethics that applies to our principal executive officer, principal financial officer, principal accounting officer or controller, and persons performing similar functions. We will provide any person without charge, upon request, a copy of such code of ethics by mailing the request to us at 85 Fifth Avenue, New York, NY 10003, Attention: Robert Towers.

Audit Committee Financial Expert

Our Board of Directors has determined that Marcia Allen, Director, is our Audit Committee Financial Expert, as defined under Section 407 of the Sarbanes-Oxley Act of 2002 and the rules promulgated by the SEC in furtherance of Section 407. Ms. Allen is independent of management. Other information regarding the Audit Committee is incorporated by reference from the Proxy Statement.

Item 11.	Executive Compensation
The information required
by this item is incorporated by reference to the Proxy Statement.
Item 12.	Security Ownership of
Certain Beneficial Owners and Management
The information required
by this item is incorporated by reference to the Proxy Statement.
Item 13.	Certain Relationships and
Related Transactions
The information required
by this item is incorporated by reference to the Proxy Statement.
Item 14.	Principal Accountant Fees
and Services
The information required
by this item is incorporated by reference to the Proxy Statement.

-34-

PART IV

ITEM 15. Exhibits and Financial Statement Schedules

| (1) | Financial
Statements: | Page |
| --- | --- | --- |
| | Report of Independent Registered Public Accounting Firm | F-1 |
| | Consolidated Balance Sheets at October 2, 2010 and October 3, 2009 | F-2 |
| | Consolidated Statements of Income years ended October 2, 2010 and
October 3, 2009 | F-3 |
| | Consolidated Statements of Changes
in Equity years ended October 3,
2009 and October 2, 2010 | F-4 |
| | Consolidated Statements of Cash Flows years ended October 2, 2010
and October 3, 2009 | F-5 |
| | Notes to Consolidated Financial Statements | F-6 |
| (2) | Financial
Statement Schedules | |
| | None | |
| (3) | Exhibits: | |
| | The exhibits
required by Item 601 of Regulation S-K and filed herewith are listed in the
Exhibit List immediately preceding the exhibits. | |

-35-

R eport of Independent Registered Public Accounting Firm

To the Board of Directors and Shareholders Ark Restaurants Corp.

We have audited the accompanying consolidated balance sheets of Ark Restaurants Corp. and Subsidiaries as of October 2, 2010 and October 3, 2009, and the related consolidated statements of income, changes in equity and cash flows for each of the two years in the period ended October 2, 2010. These consolidated financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of Ark Restaurants Corp. and Subsidiaries as of October 2, 2010 and October 3, 2009, and their consolidated results of operations and cash flows for each of the two years in the period ended October 2, 2010, in conformity with accounting principles generally accepted in the United States of America.

As discussed in Note 1 to the consolidated financial statements, effective October 4, 2009, the Company adopted reporting standards for non-controlling interests. The prior periods presented have been retrospectively restated to conform to the current classification requirements.

/s/ J.H. Cohn LLP

Jericho, New York January 3, 2011

F-1

| ARK
RESTAURANTS CORP. AND SUBSIDIARIES |
| --- |
| C ONSOLIDATED BALANCE SHEETS |
| (In Thousands, Except Per
Share Amounts) |

| | October
2, 2010 | | | |
| --- | --- | --- | --- | --- |
| ASSETS | | | | |
| CURRENT ASSETS: | | | | |
| Cash and cash equivalents | $ 2,011 | $ | 5,452 | |
| Short-term investments in available-for-sale securities | 7,438 | | 8,139 | |
| Accounts receivable | 2,048 | | 2,031 | |
| Related party receivables, net | 1,044 | | 504 | |
| Employee receivables | 290 | | 584 | |
| Current portion of note receivable | 102 | | 129 | |
| Inventories | 1,652 | | 1,547 | |
| Prepaid expenses and other current assets | 797 | | 428 | |
| Total current assets | 15,382 | | 18,814 | |
| NOTE RECEIVABLE, LESS CURRENT PORTION | | | 102 | |
| FIXED ASSETS - Net | 24,113 | | 25,078 | |
| INTANGIBLE ASSETS - Net | 37 | | 45 | |
| GOODWILL | 4,813 | | 4,813 | |
| TRADEMARKS | 721 | | 721 | |
| DEFERRED INCOME TAXES | 6,149 | | 5,216 | |
| OTHER ASSETS | 416 | | 547 | |
| TOTAL | $ 51,631 | $ | 55,336 | |
| LIABILITIES AND EQUITY | | | | |
| CURRENT LIABILITIES: | | | | |
| Accounts payable - trade | $ 2,423 | $ | 2,541 | |
| Accrued expenses and other current liabilities | 7,548 | | 6,036 | |
| Accrued income taxes | 290 | | 655 | |
| Dividend payable | | | 3,490 | |
| Current portion of note payable | 224 | | 209 | |
| Total current liabilities | 10,485 | | 12,931 | |
| OPERATING LEASE DEFERRED CREDIT | 3,628 | | 3,917 | |
| NOTE PAYABLE, LESS CURRENT PORTION | 78 | | 302 | |
| OTHER LIABILITIES | | | 84 | |
| TOTAL LIABILITIES | 14,191 | | 17,234 | |
| COMMITMENTS AND CONTINGENCIES | | | | |
| SHAREHOLDERS EQUITY: | | | | |
| Common stock, par value $.01 per share - authorized, 10,000 shares;
issued, 5,668 shares and 5,667 shares at October 2, 2010 and October 3, 2009,
respectively; outstanding, 3,491 shares and 3,490 shares at October 2, 2010
and October 3, 2009, respectively | 57 | | 57 | |
| Additional paid-in capital | 23,050 | | 22,501 | |
| Accumulated other comprehensive income (loss) | 8 | | (29 | ) |
| Retained earnings | 22,554 | | 23,440 | |
| | 45,669 | | 45,969 | |
| Less stock option receivable | (29 | ) | (76 | ) |
| Less treasury stock, at cost, of 2,177 shares at October 2, 2010 and
October 3, 2009 | (10,095 | ) | (10,095 | ) |
| Total Ark Restaurants Corp. shareholders equity | 35,545 | | 35,798 | |
| NON-CONTROLLING INTERESTS | 1,895 | | 2,304 | |
| TOTAL EQUITY | 37,440 | | 38,102 | |
| TOTAL | $ 51,631 | $ | 55,336 | |

See notes to consolidated financial statements.

F-2

| ARK
RESTAURANTS CORP. AND SUBSIDIARIES |
| --- |
| C ONSOLIDATED STATEMENTS OF INCOME |
| (In Thousands, Except Per
Share Amounts) |

| | Year
Ended — October
2, 2010 | October
3, 2009 | | |
| --- | --- | --- | --- | --- |
| | | Note
1 | | |
| REVENUES: | | | | |
| Food and beverage sales | $ 114,669 | $ | 112,944 | |
| Other income | 3,099 | | 2,063 | |
| Total revenues | 117,768 | | 115,007 | |
| COSTS AND EXPENSES: | | | | |
| Food and beverage cost of sales | 30,326 | | 29,420 | |
| Payroll expenses | 38,003 | | 37,111 | |
| Occupancy expenses | 16,758 | | 16,649 | |
| Other operating costs and expenses | 16,293 | | 16,102 | |
| General and administrative expenses | 9,516 | | 8,834 | |
| Depreciation and amortization | 3,873 | | 3,619 | |
| Total costs and expenses | 114,769 | | 111,735 | |
| OPERATING INCOME | 2,999 | | 3,272 | |
| OTHER (INCOME) EXPENSE: | | | | |
| Interest expense | 29 | | 43 | |
| Interest income | (82 | ) | (295 | ) |
| Other (income) expense, net | (386 | ) | (559 | ) |
| Total other income, net | (439 | ) | (811 | ) |
| Income before provision for income taxes | 3,438 | | 4,083 | |
| Provision for income taxes | 1,121 | | 1,240 | |
| NET INCOME | 2,317 | | 2,843 | |
| Net loss attributable to non-controlling interests | 288 | | 216 | |
| NET INCOME ATTRIBUTABLE TO ARK RESTAURANTS CORP. | $ 2,605 | $ | 3,059 | |
| NET INCOME PER ARK RESTAURANTS CORP. COMMON SHARE | | | | |
| Basic | $ 0.75 | $ | 0.88 | |
| Diluted | $ 0.74 | $ | 0.87 | |
| WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING | | | | |
| Basic | 3,490 | | 3,494 | |
| Diluted | 3,514 | | 3,506 | |

See notes to consolidated financial statements.

F-3

| ARK
RESTAURANTS CORP. AND SUBSIDIARIES |
| --- |
| C ONSOLIDATED STATEMENTS OF CHANGES IN EQUITY |
| YEARS ENDED
OCTOBER 3, 2009 AND OCTOBER 2, 2010 |
| (In Thousands) |

												Total Ark Restaurants Corp. Shareholders Equity
Common Stock			Additional Paid-In Capital	Retained Earnings				Stock Option Receivable		Treasury Stock			Non-controlling Interest		Total Equity
Shares		Amount
BALANCE - September 27, 2008	5,667	$ 57	$ 22,068	$ 25,427	$	(30	)	$ (124	)	$ (9,595	)	$ 37,803	$	2,681	$	40,484
Net income attributable to Ark Restaurants Corp.				3,059								3,059				3,059
Net losses attributable to non-controlling interests														(216	)	(216	)
Unrealized gain on available-for-sale securities						1						1				1
Total comprehensive income (loss)												3,060		(216	)	2,844
Stock-based compensation			433									433				433
Payment of dividends - $1.44 per share				(5,046	)							(5,046	)			(5,046	)
Repayments on stock option receivable								48				48				48
Purchases of treasury stock										(500	)	(500	)			(500	)
Distributions to non-controlling interests														(161	)	(161	)
BALANCE - October 3, 2009	5,667	57	22,501	23,440		(29	)	(76	)	(10,095	)	35,798		2,304		38,102
Net income attributable to Ark Restaurants Corp.				2,605								2,605				2,605
Net losses attributable to non-controlling interests														(288	)	(288	)
Unrealized gain on available-for-sale securities						37						37				37
Total comprehensive income (loss)												2,642		(288	)	2,354
Exercise of stock options	1		13									13				13
Tax benefit on exercise of stock options			1									1				1
Stock-based compensation			535									535				535
Payment of dividends - $1.00 per share				(3,491	)							(3,491	)			(3,491	)
Repayments on stock option receivable								47				47				47
Distributions to non-controlling interests														(121	)	(121	)
BALANCE - October 2, 2010	5,668	$ 57	$ 23,050	$ 22,554	$	8		$ (29	)	$ (10,095	)	$ 35,545	$	1,895	$	37,440

See notes to consolidated financial statements.

F-4

| ARK
RESTAURANTS CORP. AND SUBSIDIARIES |
| --- |
| C ONSOLIDATED
STATEMENTS OF CASH FLOWS |
| (In Thousands) |

| | Year
Ended — October
2, 2010 | October
3, 2009 | | |
| --- | --- | --- | --- | --- |
| | | Note
1 | | |
| CASH FLOWS FROM OPERATING ACTIVITIES: | | | | |
| Net income attributable to Ark Restaurants Corp. | $ 2,605 | $ | 3,059 | |
| Adjustments to reconcile net income
attributable to Ark Restaurants Corp. to net cash provided by operating
activities: | | | | |
| Deferred income taxes | (933 | ) | (905 | ) |
| Stock-based compensation | 535 | | 433 | |
| Depreciation and amortization | 3,873 | | 3,619 | |
| Equity in loss of affiliate | | | 166 | |
| Loss attributable to non-controlling interests | (288 | ) | (216 | ) |
| Operating lease deferred credit | (289 | ) | 222 | |
| Changes in operating assets and liabilities: | | | | |
| Accounts receivable | (17 | ) | 831 | |
| Related party receivables | (540 | ) | 377 | |
| Inventories | (105 | ) | 9 | |
| Prepaid expenses and other current assets | (369 | ) | (66 | ) |
| Other assets | 131 | | (12 | ) |
| Accounts payable - trade | (118 | ) | (293 | ) |
| Accrued expenses and other liabilities | 1,512 | | 724 | |
| Accrued income taxes | (365 | ) | (168 | ) |
| Net cash provided by continuing operating activities | 5,632 | | 7,780 | |
| Net cash used in discontinued operating activities | (84 | ) | (73 | ) |
| Net cash provided by operating activities | 5,548 | | 7,707 | |
| CASH FLOWS FROM INVESTING ACTIVITIES: | | | | |
| Purchases of fixed assets | (2,900 | ) | (3,817 | ) |
| Loans and advances made to employees | (101 | ) | (518 | ) |
| Payments received on employee receivables | 395 | | 215 | |
| Purchases of investment securities | (10,916 | ) | (10,992 | ) |
| Proceeds from sales of investment securities | 11,654 | | 12,121 | |
| Payments received on long-term receivables | 129 | | 121 | |
| Net cash used in investing activities | (1,739 | ) | (2,870 | ) |
| CASH FLOWS FROM FINANCING ACTIVITIES: | | | | |
| Principal payments on note payable | (209 | ) | (194 | ) |
| Dividends paid | (6,981 | ) | (1,556 | ) |
| Distributions to non-controlling interests | (121 | ) | (161 | ) |
| Proceeds from issuance of stock upon exercise of stock options | 13 | | | |
| Excess tax benefits related to stock-based compensation | 1 | | | |
| Purchase of treasury stock | | | (500 | ) |
| Payments received on stock option receivable | 47 | | 48 | |
| Net cash used in financing activities | (7,250 | ) | (2,363 | ) |
| NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | (3,441 | ) | 2,474 | |
| CASH AND CASH EQUIVALENTS, Beginning of year | 5,452 | | 2,978 | |
| CASH AND CASH EQUIVALENTS, End of year | $ 2,011 | $ | 5,452 | |
| SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | | | | |
| Cash paid during the year for: | | | | |
| Interest | $ 29 | $ | 43 | |
| Income taxes | $ 2,553 | $ | 2,295 | |
| Non-cash financing activity: | | | | |
| Accrued dividends on common stock | $ | $ | 3,490 | |

See notes to consolidated financial statements.

F-5

| ARK RESTAURANTS CORP. AND
SUBSIDIARIES |
| --- |
| N OTES
TO CONSOLIDATED FINANCIAL STATEMENTS |

| 1. |
| --- |
| Ark Restaurants Corp.
and Subsidiaries (the Company) owns and operates 22 restaurants and bars,
29 fast food concepts and catering operations. Nine restaurants are located
in New York City, four are located in Washington, D.C., five are located in
Las Vegas, Nevada, two are located in Atlantic City, New Jersey, one is
located at the Foxwoods Resort Casino in Ledyard, Connecticut and one is
located in Boston, Massachusetts. The Las Vegas operations include three
restaurants within the New York-New York Hotel & Casino Resort and
operation of the hotels room service, banquet facilities, employee dining
room and seven food court concepts; one bar within the Venetian Casino Resort
as well as three food court concepts; and one restaurant within the Planet
Hollywood Resort and Casino. In Atlantic City, New Jersey, the Company
operates a restaurant and a bar in the Resorts Atlantic City Hotel and
Casino. The operations at the Foxwoods Resort Casino include one fast food
concept and six fast food concepts at the MGM Grand Casino. In Boston,
Massachusetts, the Company operates a restaurant in the Faneuil Hall Marketplace.
The Florida operations under management include five fast food facilities in
Tampa, Florida and seven fast food facilities in Hollywood, Florida, each at
a Hard Rock Hotel and Casino. |
| Basis of Presentation The
accompanying consolidated financial statements have been prepared pursuant to
the rules and regulations of the Securities and Exchange Commission (SEC)
and accounting principles generally accepted in the United States of America
(GAAP). The Companys reporting currency is the United States dollar. |
| Accounting Period
The Companys fiscal year ends on the Saturday nearest September 30. The
fiscal year ended October 2, 2010 included 52 weeks and the fiscal year ended
October 3, 2009 included 53 weeks. |
| Use of Estimates
The preparation of financial statements in conformity with GAAP requires
management to make estimates and assumptions that affect the reported amounts
of assets and liabilities and disclosure of contingent assets and liabilities
at the date of the financial statements and the reported amounts of revenues
and expenses during the reporting period. The accounting estimates that
require managements most difficult and subjective judgments include
allowances for potential bad debts on receivables, inventories, the useful
lives and recoverability of its assets, such as property and intangibles,
fair values of financial instruments and share-based compensation, the
realizable value of its tax assets and other matters. Because of the
uncertainty in such estimates, actual results may differ from these
estimates. |
| Principles of Consolidation The
consolidated financial statements include the accounts of Ark Restaurants
Corp. and all of its wholly owned subsidiaries, partnerships and other
entities in which it has a controlling interest. All significant intercompany
balances and transactions have been eliminated in consolidation. |
| Non-Controlling Interests Non-controlling
interests represent capital contributions, income and loss attributable to
the shareholders of less than wholly-owned and consolidated partnerships. |
| Reclassifications As a result of adopting new reporting standards for the
non-controlling interest in subsidiaries, certain prior year amounts
in the accompanying consolidated financial statements have been reclassified
to conform to the current year presentation. These reclassifications have no
effect on the Companys net income or financial position as previously
reported. |
| Seasonality
The Company has substantial fixed costs that do not decline proportionally
with sales. The first and second fiscal quarters, which include the
winter months, usually reflect lower customer traffic than in the third and
fourth fiscal quarters. In addition, sales in the third and fourth fiscal
quarters can be adversely affected by inclement weather due to the
significant amount of outdoor seating at the Companys restaurants. |

F-6

| Fair Value of Financial Instruments The carrying amount of cash and cash
equivalents, investments, receivables, accounts payable, and accrued expenses
approximate fair value due to the immediate or short-term maturity of these
financial instruments. The fair value of notes payable is determined using
current applicable rates for similar instruments as of the balance sheet date
and approximates the carrying value of such debt. |
| --- |
| Cash and Cash Equivalents Cash and cash equivalents include cash on hand, deposits with banks and
highly liquid investments generally with original maturities of three months
or less. Outstanding checks in excess of account balances, typically vendor
payments, payroll and other contractual obligations disbursed after the last
day of a reporting period are reported as a current liability in the
accompanying consolidated balance sheets. |
| Available-For-Sale Securities
Available-for-sale securities consist primarily of United States Treasury
Bills and Notes, all of which have a high degree of liquidity and are
reported at fair value, with unrealized gains and losses recorded in
accumulated other comprehensive income. The cost of investments in
available-for-sale securities is determined on a specific identification
basis. Realized gains or losses and declines in value judged to be other than
temporary, if any, are reported in other income, net. The Company evaluates
its investments periodically for possible impairment and reviews factors such
as the length of time and extent to which fair value has been below cost
basis and the Companys ability and intent to hold the investment for a
period of time which may be sufficient for anticipated recovery in market
value. |
| Concentrations of Credit Risk
Financial instruments that potentially subject the Company to concentrations
of credit risk consist primarily of cash and cash equivalents. The Company reduces
credit risk by placing its cash and cash equivalents with major financial
institutions with high credit ratings. At times, such amounts may exceed
Federally insured limits. |
| For the year ended
October 2, 2010, the Company made purchases from one vendor that accounted
for approximately 13% of total purchases. For the year ended October 3, 2009,
the Company made purchases from one vendor that accounted for approximately
16% of total purchases. |
| Accounts Receivable Accounts receivable is primarily
comprised of normal business receivables such as credit card receivables that
are paid off in a short period of time, amounts due from our managed
restaurants and hotel charges, and are recorded when the products or services
have been delivered. The Company reviews the collectability of our
receivables on an ongoing basis, and provides for an allowance when we
consider the entity unable to meet its obligation. |
| Inventories
Inventories are stated at the lower of cost (first-in, first-out) or market,
and consist of food and beverages, merchandise for sale and other supplies. |
| Revenue Recognition
Company-owned restaurant sales are composed almost entirely of food and
beverage sales. The Company records revenue at the time of the purchase of products
by customers. |
| Management fees, which
are included in Revenues Other Income, are related to the Companys managed
restaurants that are not consolidated and are based on either gross
restaurant sales or cash flow. The Company recognizes management fee income
in the period sales are made or cash flow is generated. |
| The Company offers
customers the opportunity to purchase gift certificates. At the time of
purchase by the customer, the Company records a gift certificate liability
for the face value of the certificate purchased. The Company recognizes the
revenue and reduces the gift certificate liability when the certificate is
redeemed. The Company does not reduce its recorded liability for potential
non-use of purchased gift cards. |
| Additionally, the
Company presents sales tax on a net basis in its consolidated financial
statements. |
| Fixed Assets Leasehold
improvements and furniture, fixtures and equipment are stated at cost.
Depreciation of furniture, fixtures and equipment is computed using the
straight-line method over the estimated useful lives of the respective assets
(three to seven years). Amortization of improvements to leased properties is
computed using the straight-line method based upon the initial term of the
applicable lease or the estimated useful life of the improvements, whichever
is less, and ranges from 5 to 30 years. For leases with renewal periods at
the Companys option, if failure to exercise a renewal option imposes an
economic penalty to the Company, management may determine at the inception of
the lease that renewal is reasonably assured and include the |

F-7

| renewal option period
in the determination of appropriate estimated useful lives. Routine
expenditures for repairs and maintenance are charged to expense when
incurred. Major replacements and improvements are capitalized. Upon
retirement or disposition of fixed assets, the cost and related accumulated
depreciation are removed from the accounts and any resulting gain or loss is
recognized in the Consolidated Statements of Income. |
| --- |
| The Company includes in
construction in progress improvements to restaurants that are under
construction. Once the projects have been completed, the Company begins
depreciating and amortizing the assets. Start-up costs incurred during the
construction period of restaurants, including rental of premises, training
and payroll, are expensed as incurred. |
| Intangible Assets
Costs associated with acquiring leases and subleases, principally purchased
leasehold rights, have been capitalized and are being amortized on the
straight-line method based upon the initial terms of the applicable lease
agreements, which range from 9 to 20 years. Covenants not to compete arising
from restaurant acquisitions are amortized over the contractual period,
typically five years. |
| Long-lived Assets Long-lived
assets, such as property, plant and equipment, and purchased intangibles
subject to amortization, are reviewed for impairment whenever events or
changes in circumstances indicate that the carrying amount of an asset may
not be recoverable. In the evaluation of the fair value and future benefits
of long-lived assets, the Company performs an analysis of the anticipated
undiscounted future net cash flows of the related long-lived assets. If the
carrying value of the related asset exceeds the undiscounted cash flows, the
carrying value is reduced to its fair value. Various factors including
estimated future sales growth and estimated profit margins are included in
this analysis. Management believes that carrying values and useful lives
continue to be appropriate. For the years ended October 2, 2010 and October
3, 2009, no impairment charges were deemed necessary. |
| Goodwill and Trademarks
Goodwill is recorded when the purchase price paid for an acquisition exceeds
the estimated fair value of the net identified tangible and intangible assets
acquired. Trademarks, which were acquired in connection with the Durgin Park
acquisition, are considered to have an indefinite life and are not being amortized.
Goodwill and trademarks are assessed for impairment using fair value
measurement techniques. Specifically, goodwill impairment is determined using
a two-step process. The first step of the goodwill impairment test is to
identify potential impairment by comparing the fair value of the reporting
unit (the Company is being treated as one reporting unit) with its net book
value (or carrying amount), including goodwill. If the fair value of the
reporting unit exceeds its carrying amount, goodwill of the reporting unit is
considered not impaired and the second step of the impairment test is
unnecessary. If the carrying amount of the reporting unit exceeds its fair
value, the second step of the goodwill impairment test is performed to
measure the amount of impairment loss, if any. The second step of the
goodwill impairment test compares the implied fair value of the reporting
units goodwill with the carrying amount of that goodwill. If the carrying
amount of the reporting units goodwill exceeds the implied fair value of
that goodwill, an impairment loss is recognized in an amount equal to that
excess. The implied fair value of goodwill is determined in the same manner
as the amount of goodwill recognized in a business combination. That is, the
fair value of the reporting unit is allocated to all of the assets and
liabilities of that unit (including any unrecognized intangible assets) as if
the reporting unit had been acquired in a business combination and the fair
value of the reporting unit was the purchase price paid to acquire the
reporting unit. The impairment test for other intangible assets consists of a
comparison of the fair value of the intangible asset with its carrying value.
If the carrying value of the intangible asset exceeds its fair value, an
impairment loss is recognized in an amount equal to that excess. |
| Determining the fair
value of the reporting unit under the first step of the goodwill impairment
test and determining the fair value of individual assets and liabilities of
the reporting unit (including unrecognized intangible assets) under the
second step of the goodwill impairment test is judgmental in nature and often
involves the use of significant estimates and assumptions. Similarly,
estimates and assumptions are used in determining the fair value of other
intangible assets. These estimates and assumptions could have a significant
impact on whether or not an impairment charge is recognized and also the
magnitude of any such charge. To assist in the process of determining
goodwill impairment, the Company performs internal valuation analyses and
considers other market information that is publicly available. Estimates of
fair value are primarily determined using discounted cash flows, market
comparisons and recent transactions. These approaches use significant
estimates and assumptions including projected future cash flows (including
timing), a discount rate reflecting the |

F-8

| risk inherent in future
cash flows, perpetual growth rate, determination of appropriate market
comparables and the determination of whether a premium or discount should be
applied to comparables. Based on the above policy, no impairment charges were
necessary in fiscal 2010 and 2009. |
| --- |
| Leases The
Company recognizes rent expense on a straight-line basis over the expected
lease term, including option periods as described below. Within the
provisions of certain leases there are escalations in payments over the base
lease term, as well as renewal periods. The effects of the escalations have
been reflected in rent expense on a straight-line basis over the expected
lease term, which includes option periods when it is deemed to be reasonably
assured that the Company would incur an economic penalty for not exercising
the option. Percentage rent expense is generally based upon sales levels and
is expensed as incurred. Certain leases include both base rent and percentage
rent. The Company records rent expense on these leases based upon reasonably
assured sales levels. The consolidated financial statements reflect the same
lease terms for amortizing leasehold improvements as were used in calculating
straight-line rent expense for each restaurant. The judgments of the Company
may produce materially different amounts of amortization and rent expense
than would be reported if different lease terms were used. |
| Operating Lease Deferred Credit
Several of the Companys operating leases contain predetermined increases in
the rentals payable during the term of such leases. For these leases, the
aggregate rental expense over the lease term is recognized on a straight-line
basis over the lease term. The excess of the expense charged to operations in
any year and amounts payable under the leases during that year are recorded
as deferred credits that reverse over the lease term. |
| Occupancy Expenses Occupancy
expenses include rent, rent taxes, real estate taxes, insurance and utility
costs. |
| Defined Contribution Plans The
Company offers a defined contribution savings plan (the Plan) to all of its
full-time employees. Eligible employees may contribute pre-tax amounts to the
Plan subject to the Internal Revenue Code limitations. Company contributions
to the Plan are at the discretion of the Board of Directors. During the years
ended October 2, 1010 and October 3, 2009, the Company did not make any
contributions to the Plan. |
| Income Taxes Income
taxes are accounted for under the asset and liability method whereby deferred
tax assets and liabilities are recognized for future tax consequences
attributable to the temporary differences between the financial statement
carrying amounts of assets and liabilities and their respective tax bases and
operating loss and tax credit carryforwards. Deferred tax assets and
liabilities are measured using enacted tax rates expected to apply in the
years in which those temporary differences are expected to be recovered or
settled. The effect on deferred tax assets and liabilities of a change in tax
rates is recognized in the period that includes the enactment date. Deferred
tax assets are reduced by a valuation allowance when, in the opinion of
management, it is more likely than not that some portion or all of the
deferred tax assets will not be realized. |
| The Company has
recorded a liability for unrecognized tax benefits resulting from tax
positions taken, or expected to be taken, in an income tax return. It is the
Companys policy to recognize interest and penalties related to uncertain tax
positions as a component of income tax expense. Tax reserves are evaluated
and adjusted as appropriate, while taking into account the progress of audits
of various taxing jurisdictions. |
| Non-controlling
interests relating to the income or loss of consolidated partnerships
includes no provision for income taxes as any tax liability related thereto
is the responsibility of the individual minority investors. |
| Income Per Share of Common Stock Basic
net income per share is calculated on the basis of the weighted average
number of common shares outstanding during each period. Diluted net income
per share reflects the additional dilutive effect of potentially dilutive
shares (principally those arising from the assumed exercise of stock
options). |
| Share-based Compensation The Company measures share-based compensation cost at the grant date based on
the fair value of the award and recognizes it as expense over the applicable
vesting period using the straight-line method. Excess income tax benefits
related to share-based compensation expense that must be recognized directly
in equity are considered financing rather than operating cash flow
activities. |

F-9

| During fiscal 2009,
options to purchase 176,600 shares of common stock were granted at an
exercise price of $12.04 per share and are exercisable as to 50% of the
shares commencing on the first anniversary of the date of grant and as to an
additional 50% commencing on the second anniversary of the date of grant.
Such options had an aggregate grant date fair value of approximately
$624,000. The Company did not grant any options during the fiscal year 2010.
The Company generally issues new shares upon the exercise of employee stock
options. |
| --- |
| The fair value of each
of the Companys stock options is estimated on the date of grant using a
Black-Scholes option-pricing model that uses assumptions that relate to the
expected volatility of the Companys common stock, the expected dividend
yield of our stock, the expected life of the options and the risk free
interest rate. The assumptions used for the 2009 grant include a risk free
interest rate of 3.29% based on the 10 year U.S. Treasury note rate on the
day of grant, volatility of 42.7% based on the average of the volatility over
the most recent three year period, which represents the Companys estimate of
expected volatility over the expected option term, a dividend yield of 4.27%
based on historical and expected dividend payment patterns, and an expected
life of 5.75 years based on historical forfeiture rates. |
| New Accounting Standards Adopted in
Fiscal 2010 In September 2006, the Financial
Accounting Standards Board (the FASB) issued accounting guidance, which,
among other requirements, defines fair value, establishes a framework for
measuring fair value, and expands disclosures about the use of fair value to
measure assets and liabilities. Such guidance prescribes a single definition
of fair value as the price that would be received to sell an asset or paid to
transfer a liability in an orderly transaction between market participants at
the measurement date. For financial instruments and certain nonfinancial
assets and liabilities that are recognized or disclosed at fair value on a
recurring basis at least annually, the guidance was effective beginning the
first fiscal year that begins after November 15, 2007. This portion of
the guidance, which was adopted as of the beginning of fiscal 2009, had no
impact on the Companys consolidated financial statements. For all other
nonfinancial assets and liabilities the guidance was effective for fiscal
years beginning after November 15, 2008. The Company adopted this
guidance effective as of the beginning of fiscal 2010, and its application
had no impact on the Companys consolidated financial statements. |
| In December 2007, the
FASB issued authoritative guidance which establishes principles and
requirements for the reporting entity in a business combination, including
recognition and measurement in the financial statements of the identifiable
assets acquired, the liabilities assumed, and any non-controlling interest in
the acquiree. This guidance also establishes disclosure requirements to
enable financial statement users to evaluate the nature and financial effects
of the business combination. This guidance applies to business combinations
for which the acquisition date is on or after the beginning of the first
annual reporting period beginning on or after December 15, 2008, which
corresponds to the Companys fiscal year beginning October 4, 2009 and has
not had any impact on the Companys consolidated financial statements as the
Company has not completed any acquisitions since its effectiveness. |
| In December 2007, the
FASB issued authoritative guidance to establish accounting and reporting
standards for the non-controlling interest in a subsidiary and for the
deconsolidation of a subsidiary. This guidance defines a non-controlling
interest, previously referred to as minority interest, as the portion of
equity in a subsidiary not attributable, directly or indirectly, to a parent.
It also requires, among other items, that a non-controlling interest be
included in the consolidated balance sheet within equity separate from the
parents equity; consolidated net income to be reported at amounts inclusive
of both the parents and non-controlling interests shares and, separately,
the amounts of consolidated net income attributable to the parent and
non-controlling interest all on the consolidated statement of operations; and
if a subsidiary is deconsolidated, any retained non-controlling equity
investment in the former subsidiary be measured at fair value and a gain or
loss be recognized in net income (loss) based on such fair value. This
guidance is effective for fiscal years beginning after December 15, 2008 and,
accordingly, was adopted as of October 4, 2009. As a result of the adoption,
the Company has reported non-controlling interests as a component of equity
in the consolidated balance sheets and the net losses attributable to
non-controlling interests have been separately identified in
the consolidated statements of income. The prior periods presented have
also been retrospectively restated to conform to the current classification
requirements. Other than the change in presentation of non-controlling
interests, the adoption of this guidance had no impact on
the consolidated financial statements. |

F-10

| | In April 2008, the FASB
issued a staff position (FSP) that amends the list of factors an entity
should consider in developing renewal or extension assumptions in determining
the useful life of recognized intangible assets. The new guidance applies to
(1) intangible assets that are acquired individually or with a group of
other assets and (2) intangible assets acquired in both business
combinations and asset acquisitions. Under this FSP, entities estimating the
useful life of a recognized intangible asset must consider their historical
experience in renewing or extending similar arrangements or, in the absence
of historical experience, must consider assumptions that market participants
would use about renewal or extension. This FSP is effective for fiscal years
beginning after December 15, 2008. The Company adopted this guidance
effective as of the beginning of fiscal 2010, and its application had no
impact on the Companys consolidated financial statements. |
| --- | --- |
| | New Accounting Standards Not Yet Adopted In April 2009, the FASB issued accounting guidance regarding the accounting
for assets acquired and liabilities assumed in a business combination due to
contingencies. This guidance clarifies the initial and subsequent
recognition, subsequent accounting and disclosure of assets and liabilities
arising from contingencies in a business combination. This guidance requires
that assets acquired and liabilities assumed in a business combination that
arise from contingencies be recognized at fair value, if the acquisition-date
fair value can be reasonably estimated. If the acquisition-date fair value of
an asset or liability cannot be reasonably estimated, the asset or liability
would be measured at the amount that would be recognized using the accounting
guidance related to accounting for contingencies or the guidance for
reasonably estimating losses. This guidance will apply to any business
combinations completed Companys effective with the fiscal year beginning
October 3, 2010. |
| | In June 2009, the FASB
issued a new accounting pronouncement which amends the consolidation guidance
applicable to variable interest entities and is effective as of the beginning
of the first annual reporting period that begins after November 15, 2009,
which corresponds to the Companys fiscal year beginning October 3, 2010. The
Company is currently evaluating the impact that the adoption of this
pronouncement may have on its consolidated financial statements and related
disclosures. |
| | In January 2010, the
FASB issued updated guidance to amend the disclosure requirements related to
recurring and nonrecurring fair value measurements. This update requires new
disclosures about significant transfers of assets and liabilities between
Level 1 and Level 2 of the fair value hierarchy (including the
reasons for these transfers) and the reasons for any transfers in or out of
Level 3. This update also requires a reconciliation of recurring
Level 3 measurements about purchases, sales, issuances and settlements
on a gross basis. In addition to these new disclosure requirements, this
update clarifies certain existing disclosure requirements. This update also
clarifies the requirement for entities to disclose information about both the
valuation techniques and inputs used in estimating Level 2 and
Level 3 fair value measurements. This update is effective for interim
and annual reporting periods beginning after December 15, 2009, which
corresponds to the Companys fiscal year beginning October 3, 2010, except
for the requirement to provide the Level 3 activity of purchases, sales,
issuances and settlements on a gross basis, which is effective for interim
and annual reporting periods beginning after December 15, 2010, which
corresponds to the Companys fiscal year beginning October 2, 2011. The
Company is currently evaluating the impact that the adoption of this
pronouncement may have on its consolidated financial statements and related
disclosures. |
| 2. | RECENT
RESTAURANT EXPANSION |
| | In June 2008, the
Company entered into an agreement to design and lease a restaurant at The
Museum of Arts & Design at Columbus Circle in New York City. The initial
term of the lease for this facility will expire on December 31, sixteen years
after the date the restaurant first opens for business to the public
following its current refurbishment and will have two five-year renewals.
This restaurant opened during the first quarter of fiscal 2010. |
| | In August 2010, the
Company entered into an agreement to lease the former ESPN Zone space at the New
York-New York Hotel & Casino Resort in Las Vegas and re-open the space
under the name The Sporting House , which has been licensed from the
landlord as well. Such lease is cancellable upon 90 days written notice no
earlier than May 31, 2011 and provides for rent, including the licensing fee,
based on profits only. This restaurant opened at the end of October 2010 and
the Company did not invest significant funds to re-open the space. |

F-11

3.	RECENT RESTAURANT DISPOSITIONS
	During
the fourth fiscal quarter of 2010, the Company closed its Pinch & SMac
operation located in New York City, and re-concepted the location as Polpette,
w hich features meatballs and other Italian food. In connection
with these changes the Company recorded a loss on disposal of fixed assets in
the amount of $358,000 which is included in Other Operating Costs and
Expenses in the consolidated statement of income for the year ended October
2, 2010.
4.	INVESTMENT SECURITIES
	Fair value is defined
as the price that we would receive to sell an asset or pay to transfer a
liability in an orderly transaction between market participants on the
measurement date. In determining fair value, the accounting standards
establish a three level hierarchy for inputs used in measuring fair value, as
follows:

| | Level 1 - inputs to the
valuation methodology are quoted prices (unadjusted) for identical assets or
liabilities in active markets. |
| --- | --- |
| | Level 2 - inputs to the
valuation methodology include quoted prices for similar assets and liabilities
in active markets, and inputs that are observable for the asset or liability,
either directly or indirectly, for substantially the full term of the
financial instrument. |
| | Level 3 inputs to the
valuation methodology are unobservable and significant to the fair value
measurement. |

The following available-for-sale securities are re-measured to fair value on a recurring basis and are valued using Level 1 inputs and the market approach as follows:

	Amortized Cost	Gross Unrealized Holding Gains	Gross Unrealized Holding Losses	Fair Value
	(In thousands)
At October
2, 2010
Available for sale short-term:
Government debt securities	$ 7,430	$ 8	$	$ 7,438

	Amortized Cost	Gross Unrealized Holding Gains	Gross Unrealized Holding Losses		Fair Value
	(In thousands)
At October
3, 2009
Available for sale short-term:
Government debt securities	$ 8,168	$	$ (29	)	$ 8,139

At October 2, 2010, all of the Companys government debt securities mature within fiscal year 2011.

F-12

5.	NOTE RECEIVABLE
	In March 2005, the
Company sold a restaurant for $1,300,000. Cash of $600,000 was included on
the sale. Of the $600,000 cash, $200,000 was paid to the Company as a fee to
manage the restaurant for four months prior to closure and the balance was
paid directly to the landlord. The remaining $700,000 was received in the
form of a note receivable, at an interest rate of 6%, in installments through
June 2011.
	The carrying value of
the Companys note receivable approximates their current aggregate fair
value.
6.	FIXED ASSETS
	Fixed assets consist of the following:

	October 2, 2010	October 3, 2009
	(In
thousands)
Leasehold improvements	$ 34,175	$ 31,655
Furniture, fixtures and equipment	32,142	29,459
Construction in progress	367	2,652
	66,684	63,766
Less: accumulated depreciation and amortization	42,571	38,688
	$ 24,113	$ 25,078

| | Depreciation and
amortization expense related to fixed assets for the years ended October 2,
2010 and October 3, 2009 was $3,865,000 and $3,602,000, respectively. |
| --- | --- |
| 7. | INTANGIBLE ASSETS |
| | Intangible assets consist of the following: |

	October 2, 2010	October 3, 2009
	(In
thousands)
Purchased leasehold rights (a)	$ 2,343	$ 2,343
Noncompete agreements and other	322	322
	2,665	2,665
Less accumulated amortization	2,628	2,620
Total intangible
assets	$ 37	$ 45

(a) Purchased leasehold rights arise from acquiring leases and subleases of various restaurants.

Amortization expense related to intangible assets for the years ended October 2, 2010 and October 3, 2009 was $8,000 and $17,000, respectively.

F-13

8.
Other assets consist of the following:

| | October
2, 2010 | October
3, 2009 |
| --- | --- | --- |
| | (In
thousands) | |
| Deposits and other | $ 416 | $ 416 |
| Investments in unconsolidated affiliates (a) | | 131 |
| | $ 416 | $ 547 |

(a) During the second fiscal quarter of 2008, the Company opened, along with certain third party investors, a new concept at our former Columbus Bakery location called Pinch & SMac which featured pizza and macaroni and cheese. We contributed Columbus Bakerys net fixed assets and cash into this venture and received an ownership interest of 37.5%. These operations were not consolidated in the Companys consolidated financial statements. Included in Other income, net for fiscal 2009 are losses of approximately $166,000 related to this affiliate. During the fourth fiscal quarter of 2010, the Company closed the Pinch & SMac operation and re-concepted the location as Polpette, a 100%-owned restaurant which features meatballs and other Italian food. In connection with these changes the Company recorded a loss on disposal of fixed assets in the amount of $358,000 which is included in Other Operating Costs and Expenses in the consolidated statement of income for the year ended October 2, 2010.

9.
Accrued expenses and other current liabilities
consist of the following:

| | October
2, 2010 | October
3, 2009 |
| --- | --- | --- |
| | (In
thousands) | |
| Sales tax payable | $ 779 | $ 808 |
| Accrued wages and payroll related costs | 1,810 | 1,495 |
| Customer advance deposits | 1,712 | 1,269 |
| Accrued and other liabilities | 3,247 | 2,464 |
| | $ 7,548 | $ 6,036 |

| 10. |
| --- |
| Leases
The Company leases its restaurants, bar facilities, and administrative
headquarters through its subsidiaries under terms expiring at various dates
through 2032. Most of the leases provide for the payment of base rents plus
real estate taxes, insurance and other expenses and, in certain instances,
for the payment of a percentage of the restaurants sales in excess of
stipulated amounts at such facility. |

F-14

As of October 2, 2010, future minimum lease payments under noncancelable leases are as follows:

	Amount
	(In
thousands)
Fiscal Year
2011	$ 7,818
2012	8,014
2013	6,936
2014	6,406
2015	5,795
Thereafter	20,967
Total minimum payments	$ 55,936

| | In connection with
certain of the leases included in the table above, the Company obtained and
delivered irrevocable letters of credit in the aggregate amount of $657,000
as security deposits under such leases. |
| --- | --- |
| | Rent expense was
approximately $12,981,000 and $12,927,000 for the fiscal years ended October
2, 2010 and October 3, 2009, respectively. Contingent rentals, included in
rent expense, were approximately $3,890,000 and $3,956,000 for the fiscal
years ended October 2, 2010 and October 3, 2009, respectively. |
| | Legal Proceedings In the
ordinary course of its business, the Company is a party to various lawsuits
arising from accidents at its restaurants and workers compensation claims,
which are generally handled by the Companys insurance carriers. The
employment by the Company of management personnel, waiters, waitresses and
kitchen staff at a number of different restaurants has resulted in the
institution, from time to time, of litigation alleging violation by the Company
of employment laws. Included in Accrued Expenses and Other Current
Liabilities is approximately $500,000 and $600,000 at October 2, 2010 and
October 3, 2009, respectively, related to the settlement of various claims
against the Company. |
| 11. | COMMON
STOCK REPURCHASE PLAN |
| | On March 25, 2008, the
Board of Directors authorized a stock repurchase program under which up to
500,000 shares of the Companys common stock may be acquired in the open
market over the two years following such authorization at the Companys
discretion. |
| | During the year ended
October 3, 2009, the Company purchased an aggregate of 42,000 shares at an
average purchase price of $11.90 in the open market pursuant to the stock
repurchase program. The Company did not repurchase any shares during the year
ended October 2, 2010. |
| 12. | STOCK
OPTIONS |
| | The Company has options
outstanding under two stock option plans, the 2004 Stock Option Plan (the
2004 Plan) and the 2010 Stock Option Plan (the 2010 Plan), which was
approved by shareholders in the second quarter of 2010. Effective with this
approval the Company terminated the 2004 Plan. This action terminated the 400
authorized but unissued options under the 2004 Plan but it did not affect any
of the options previously issued under the 2004 Plan. |
| | Options granted under
the 2004 Plan are exercisable at prices at least equal to the fair market
value of such stock on the dates the options were granted. The options expire
ten years after the date of grant. During fiscal 2009, options to purchase
176,600 shares of common stock were granted and are exercisable as to 50% of
the shares commencing on the first anniversary of the date of grant and as to
an additional 50% commencing on the second anniversary of the date of grant. |

F-15

Shares			Weighted Average Exercise Price	Aggregate Intrinsic Value (in thousands)	2009 — Shares		Weighted Average Exercise Price	Aggregate Intrinsic Value (in thousands)
Outstanding, beginning of year	422,100		$ 22.86		271,500		$ 30.59
Options:
Granted					176,600		$ 12.04
Exercised	(1,036	)	$ 12.04
Canceled or
expired					(26,000	)	$ 30.09
Outstanding, end of year (a)	421,064		$ 22.88	$ 405,553	422,100		$ 22.86	$ 662,250
Options exercisable (a)	332,764		$ 25.76	$ 201,580	245,500		$ 30.61	$
Weighted average
remaining contractual life	6.5 Years				7.5 Years
Shares available for future grant	500,000				400

(a) Options become exercisable at various times expiring through 2016.

The following table summarizes information about stock options outstanding as of October 2, 2010 (shares in thousands):

| Range
of Exercise Prices | Options
Outstanding — Number
of Shares | Weighted Average Exercise Price | Weighted Average Remaining contractual life (in years) | Options
Exercisable — Number
of Shares | Weighted Average Exercise Price | Weighted Average Remaining contractual life (in years) |
| --- | --- | --- | --- | --- | --- | --- |
| $ 12.04 | 175,564 | $ 12.04 | 8.6 | 87,264 | $ 12.04 | 8.6 |
| $ 29.60 | 145,500 | $ 29.60 | 6.2 | 145,500 | $ 29.60 | 6.2 |
| $ 32.15 | 100,000 | $ 32.15 | 4.2 | 100,000 | $ 32.15 | 4.2 |
| | 421,064 | $ 22.88 | 6.5 | 332,764 | $ 25.76 | 6.0 |

Compensation cost charged to operations for the fiscal years ended 2010 and 2009 for share-based compensation programs was approximately $535,000 and $433,000, before tax benefits of approximately $174,000 and $132,000, respectively. The compensation cost recognized is classified as a general and administrative expense in the consolidated statements of income.

F-16

| | As of October 2, 2010,
there was approximately $190,000 of unrecognized compensation cost related to
unvested stock options, which is expected to be recognized in fiscal 2011. |
| --- | --- |
| 13. | MANAGEMENT
FEE INCOME |
| | The Company provides
management services to two fast food courts and one fast food unit it does
not consolidate. In accordance with the contractual arrangements, the Company
earns management fees based on gross sales or cash flow as defined by the
agreements. Management fee income, included in Revenues Other Income,
relating to these services was approximately $2,902,000 and $1,952,000 for
the years ended October 2, 2010 and October 3, 2009, respectively. Such
amount for the year ended October 2, 2010 included approximately $743,000 for
management fees and $2,159,000 for profit distributions. Such amount for the
year ended October 3, 2009 included approximately $758,000 for management
fees and $1,194,000 for profit distributions. |
| | Receivables from
managed restaurants, included in Related Party Receivables, were
approximately $1,000,000 and $344,000 at October 2, 2010 and October 3, 2009,
respectively. Such amount at October 2, 2010 included approximately $827,000
for management fees and profit distributions and $173,000 for expense
advances. Such amount at October 3, 2009 included approximately $140,000 for
management fees and $204,000 for expense advances. |
| | Managed restaurants had
sales of approximately $17,470,000 and $17,815,000 during the management
periods within the years ended October 2, 2010 and October 3, 2009, which are
not included in consolidated net sales of the Company. |
| 14. | INCOME
TAXES |
| | The provision for
income taxes attributable to continuing operations consists of the following: |

| | Year
Ended — October 2, 2010 | October 3, 2009 | | |
| --- | --- | --- | --- | --- |
| | (In
thousands) | | | |
| Current
provision: | | | | |
| Federal | $ 1,568 | $ | 1,602 | |
| State and local | 486 | | 543 | |
| | 2,054 | | 2,145 | |
| Deferred
provision: | | | | |
| Federal | (850 | ) | (818 | ) |
| State and local | (83 | ) | (87 | ) |
| | (933 | ) | (905 | ) |
| | $ 1,121 | $ | 1,240 | |

F-17

The effective tax rate differs from the U.S. income tax rate as follows:

| | Year
Ended — October 2, 2010 | October 3, 2009 | | |
| --- | --- | --- | --- | --- |
| | (In
thousands) | | | |
| Provision at
Federal statutory rate (34% in 2010 and 2009) | $ 1,169 | $ | 1,388 | |
| State and local
income taxes, net of tax benefits | 172 | | 256 | |
| Tax credits | (401 | ) | (436 | ) |
| State and local
net operating loss carryforward allowance adjustment | 12 | | (13 | ) |
| Income
attributable to non-controlling interest | 98 | | 73 | |
| Other | 71 | | (28 | ) |
| | $ 1,121 | $ | 1,240 | |

Deferred income taxes reflect the net effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting and tax purposes. Significant components of the Companys deferred tax assets and liabilities are as follows:

| | October
2, 2010 | | | |
| --- | --- | --- | --- | --- |
| | (In
thousands) | | | |
| Long-term
deferred tax assets (liabilities): | | | | |
| Operating loss
carryforwards | $ 2,094 | $ | 2,088 | |
| Operating lease
deferred credits | 1,278 | | 1,374 | |
| Depreciation and
amortization | 876 | | 748 | |
| Deferred
compensation | 1,101 | | 852 | |
| Partnership
investments | 964 | | 299 | |
| Pension
withdrawal liability | 7 | | 32 | |
| Other | 115 | | 91 | |
| Total long-term
deferred tax assets | 6,435 | | 5,484 | |
| Valuation
allowance | (252 | ) | (240 | ) |
| Net long-term
deferred tax assets | 6,183 | | 5,244 | |
| Deferred gains | (34 | ) | (28 | ) |
| Total long-term
deferred tax liabilities | (34 | ) | (28 | ) |
| Total net
deferred tax assets | $ 6,149 | $ | 5,216 | |

In assessing the realizability of deferred tax assets, Management considers whether it is more likely than not that the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income. The deferred tax valuation allowance of $252,000 and $240,000 as of October 2, 2010 and October 3, 2009, respectively, was attributable to state and local net operating loss carryforwards.

F-18

| As of October 2, 2010,
the Company has approximately of $22,000,000 of state and local net operating
loss carryforwards which expire at various times beginning in the year 2015
through 2029. |
| --- |
| A reconciliation of the
beginning and ending amount of unrecognized tax benefits excluding interest
and penalties is as follows: |

| | October
2, 2010 | October
3, 2009 | |
| --- | --- | --- | --- |
| | (In
thousands) | | |
| Balance at
beginning of year | $ 209 | $ 292 | |
| Additions based
on tax positions taken in current and prior years | | 70 | |
| Reductions due
to settlements with taxing authorities | | (153 | ) |
| Balance at end
of year | $ 209 | $ 209 | |

| | The entire amount of
unrecognized tax benefits if recognized would reduce our annual effective tax
rate. As of October 2, 2010 and October 3, 2009, the Company accrued
approximately $63,000 and $43,000 of interest and penalties, respectively.
The Company does not expect its unrecognized tax benefits to change
significantly over the next 12 months. Inherent uncertainties exist in
estimates of tax contingencies due to changes in tax law, both legislated and
concluded through the various jurisdictions tax court systems. |
| --- | --- |
| | The Company files in
the U.S. and various state and local income tax returns in jurisdictions with
varying statutes of limitations. The 2005 through 2008 tax years generally
remain subject to examination by Federal and most state and local tax
authorities. An audit of the Companys tax return for the fiscal year ended
September 30, 2006 was completed by the Internal Revenue Service during
fiscal 2009 without a material adjustment to the Companys financial position
or results of operations. An audit of the Companys tax return by the
Internal Revenue Service for the fiscal years ended September 27, 2008 and
October 3, 2009 is currently in process. The Company does not expect a
material adjustment as a result of these audits. |
| 15. | OTHER
INCOME |
| | Other income consists
of the following: |

| | Year
Ended — October 2, 2010 | October 3, 2009 | |
| --- | --- | --- | --- |
| | (In
thousands) | | |
| Purchase service
fees | $ 62 | $ 92 | |
| Equity in loss
of an unconsolidated affiliate | | (166 | ) |
| Other | 324 | 633 | |
| | $ 386 | $ 559 | |

F-19

| 16. |
| --- |
| A reconciliation of the numerators and denominators
of the basic and diluted per share computations for the fiscal years ended
October 2, 2010 and October 3, 2009 follows: |

	Net Income (Numerator)		Per-Share Amount
	(In
thousands, except per share amounts)
Year
ended October 2, 2010
Basic EPS	$ 2,605	3,490	$ 0.75
Stock options		24	(0.01	)
Diluted EPS	$ 2,605	3,514	$ 0.74
Year
ended October 3, 2009
Basic EPS	$ 3,059	3,494	$ 0.88
Stock options		12	(0.01	)
Diluted EPS	$ 3,059	3,506	$ 0.87

| | Options to purchase
145,500 and 100,000 shares of common stock at exercises prices of $29.60 and
$32.15 per share, respectively, were outstanding during the year ended
October 2, 2010 but were not included in the computation of diluted EPS
because the options exercise price was greater than the average market price
of the common shares. Options to purchase 145,500 and 100,000 shares of
common stock at exercise prices of $29.60 and $32.15 per share, respectively,
were outstanding during the year ended October 3, 2009 but were not included
in the computation of diluted EPS because the options exercise price was
greater than the average market price of the common shares. |
| --- | --- |
| 17. | STOCK
OPTION RECEIVABLES |
| | Stock option
receivables include amounts due from an officer totaling $29,000 and $76,000
at October 2, 2010 and October 3, 2009, respectively. Such amounts which are
due from the exercise of stock options in accordance with the Companys Stock
Option Plan are payable on demand with interest (3.25% at October 2, 2010 and
October 3, 2009). |
| 18. | RELATED
PARTY TRANSACTIONS |
| | During the quarter
ended October 3, 2009, the Company made advances against salary to its Chief
Executive Officer (the CEO) totaling approximately $298,000 (of which
approximately $252,000 remained outstanding at October 3, 2009 and is
included in Employee Receivables). In addition, the Company also loaned
$160,000 to the CEOs former wife (which is included in Related Party
Receivables at October 3, 2009). The CEO believed the advances and loan were
permissible after he consulted with the Companys General Counsel. In the
latter part of November 2009, the Company reviewed these matters and informed
members of its Compensation and Audit Committees and outside counsel and
concluded that the advances and loan may be deemed extensions of credit and
violative of the Sarbanes-Oxley Act. The CEO immediately repaid the remaining
balance on the advances with interest at 6%. The loan to his former wife was
repaid in October before the review had begun. |

F-20

| | Receivables due from officers (other than from the
CEO), excluding stock option receivables, totaled $37,000 at October 2, 2010
and October 3, 2009. Other employee loans totaled approximately $253,000 and
$295,000 at October 2, 2010 and October 3, 2009, respectively. Such loans
bear interest at the minimum statutory rate (0.46% at October 2, 2010 and
0.83% at October 3, 2009). |
| --- | --- |
| 19. | SUBSEQUENT EVENTS |
| | On November 23, 2010, the Board of Directors
declared a quarterly dividend of $0.25 per share on the Companys common
stock to be paid on December 22, 2010 to shareholders of record at the close
of business on December 8, 2010. |
| | In December 2010, the Company was advised by the
landlord that it would have to vacate the Gonzalez y Gonzalez property
located in New York, NY, which was on a month-to-month lease, by the end of
January 2011. The closure of this property in the second quarter of fiscal
2011 is not expected to have a material impact on the Companys consolidated results of
operations or financial position. |

F-21

Signatures

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

ARK RESTAURANTS CORP.
By:	/s/Michael Weinstein
	Michael Weinstein
	Chairman of the Board and Chief Executive Officer

Date: January 3, 2011

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this report has been duly signed by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

Signature	Title	Date
/s/Michael Weinstein	Chairman of the Board	January 3, 2011
	and Chief Executive Officer
(Michael Weinstein)
/s/Vincent Pascal	Senior Vice President and Director	January 3, 2011
(Vincent Pascal)
/s/Robert Towers	President, Treasurer, Chief	January 3, 2011
	Operating Officer and Director
(Robert Towers)
/s/Robert Stewart	Chief Financial Officer	January 3, 2011
(Robert Stewart)
/s/Marcia Allen	Director	January 3, 2011
(Marcia Allen)
/s/Steven Shulman	Director	January 3, 2011
(Steven Shulman)
/s/Paul Gordon	Senior Vice President and Director	January 3, 2011
(Paul Gordon)
/s/Bruce R. Lewin	Director	January 3, 2011
(Bruce R. Lewin)
/s/Arthur Stainman	Director	January 3, 2011
(Arthur Stainman)
/s/ Stephen Novick	Director	January 3, 2011
(Stephen Novick)

Exhibits Index

| 3.1 | Certificate of
Incorporation of the Registrant, filed with the Secretary of State of the
State of New York on January 4, 1983. |
| --- | --- |
| 3.2 | Certificate of
Amendment of the Certificate of Incorporation of the Registrant filed with
the Secretary of State of the State of New York on
October 11, 1985. |
| 3.3 | Certificate of
Amendment of the Certificate of Incorporation of the Registrant filed with
the Secretary of State of the State of New York on July 21, 1988. |
| 3.4 | Certificate of Amendment
of the Certificate of Incorporation of the Registrant filed with the
Secretary of State of the State of New York on May 13, 1997. |
| 3.5 | Certificate of
Amendment of the Certificate of Incorporation of the Registrant filed on
April 24, 2002 incorporated by reference to Exhibit 3.5 to the Registrants
Quarterly Report on Form 10-Q for the quarterly period ended March 30, 2002
(the Second Quarter 2002 Form 10-Q). |
| 3.6 | By-Laws of the
Registrant, incorporated by reference to Exhibit 3.2 to the Registrants
Registration Statement on Form S-18 filed with the Securities and Exchange
Commission on October 17, 1985. |
| 10.1 | Amended and Restated
Redemption Agreement dated June 29, 1993 between the Registrant and Michael
Weinstein, incorporated by reference to Exhibit 10.1 to the Registrants
Annual Report on Form 10-K for the fiscal year ended October 2, 1999 (1994
10-K). |
| 10.2 | Form of Indemnification
Agreement entered into between the Registrant and each of Michael Weinstein,
Ernest Bogen, Vincent Pascal, Robert Towers, Jay Galin, Robert Stewart, Bruce
R. Lewin, Paul Gordon and Donald D. Shack, incorporated by reference to
Exhibit 10.2 to the 1994 10-K. |
| 10.3 | Ark Restaurants Corp.
Amended Stock Option Plan, incorporated by reference to Exhibit 10.3 to the
1994 10-K. |
| 10.4 | Fourth Amended and
Restated Credit Agreement dated as of December 27, 1999 between we and Bank
Leumi USA, incorporated by reference to Exhibit 10.4 to the Registrants
Annual Report on Form 10-K for the fiscal year ended October 2, 1999. |
| 10.5 | Ark Restaurants Corp.
1996 Stock Option Plan, as amended, incorporated by reference to the
Registrants Definitive Proxy Statement pursuant to Section 14(a) of the
Securities Exchange Act of 1934 (Amendment No. 1) filed on March 16, 2001. |
| 10.6 | Lease Agreement dated
May 17, 1996 between New York-New York Hotel, LLC, and Las Vegas America
Corp., incorporated by reference to Exhibit 10.6 to the Registrants Annual
Report on Form 10-K for the fiscal year ended October 3, 1998 (the 1998
10-K). |
| 10.7 | Lease Agreement dated
May 17, 1996 between New York-New York Hotel, LLC, and Las Vegas Festival
Food Corp., incorporated by reference to Exhibit 10.7 to the 1998 10-K. |
| 10.8 | Lease Agreement dated
May 17, 1996 between New York-New York Hotel, LLC, and Las Vegas Steakhouse
Corp., incorporated by reference to Exhibit 10.8 to the 1998 10-K. |

| 10.9 | Amendment dated August
21, 2000 to the Fourth Amended and Restated Credit Agreement dated as of
December 27, 1999 between we and Bank Leumi USA, incorporated by reference to
Exhibit 10.9 to the Registrants Annual Report on Form 10-K for the fiscal
year ended September 30, 2000 (the 2000 10-K). |
| --- | --- |
| 10.10 | Amendment dated
November 21, 2000 to the Fourth Amended and Restated Credit Agreement dated
as of December 27, 1999 between we and Bank Leumi USA, incorporated by
reference to Exhibit 10.10 to the 2000 10-K. |
| 10.11 | Amendment dated
November 1, 2001 to the Fourth Amended and Restated Credit Agreement dated as
of December 27, 1999 between we and Bank Leumi USA, incorporated by reference
to Exhibit 10.11 to the Registrants Annual Report on Form 10-K for the
fiscal year ended September 29, 2001 (the 2001 10-K). |
| 10.12 | Amendment dated
December 20, 2001 to the Fourth Amended and Restated Credit Agreement dated
as of December 27, 1999 between we and Bank Leumi USA, incorporated by
reference to Exhibit 10.11 of the 2001 10-K. |
| 10.13 | Amendment dated as of
April 23, 2002 to the Fourth Amended and Restated Credit Agreement dated as
of December 27, 1999 between we and Bank Leumi USA, incorporated by reference
to Exhibit 10.13 of the Second Quarter 2002 Form 10-Q. |
| 10.14 | Amendment dated as of
January 22, 2002 to the Fourth Amended and Restated Credit Agreement dated as
of December 27, 1999 between we and Bank Leumi USA, incorporated by reference
to Exhibit 10.14 of the First Quarter 2003 Form 10-Q. |
| 10.15 | Ark Restaurants Corp.
2004 Stock Option Plan, as amended, incorporated by reference to the
Registrants Definitive Proxy Statement pursuant to Section 14(a) of the
Securities Exchange Act of 1934 filed on January 26, 2004. |
| 10.16 | Ark Restaurants Corp.
2010 Stock Option Plan, incorporated by reference to the Registrants
Definitive Proxy Statement pursuant to Section 14(a) of the Securities
Exchange Act of 1934 filed on February 1, 2010. |
| 14 | Code of Ethics,
incorporated by reference to Exhibit 14.1 to the Registrants Annual Report
on Form 10-K for the fiscal year ended September 27, 2003. |
| 16 | Letter from Deloitte
& Touche LLP regarding change in certifying accountants, incorporated by
reference from the exhibit included with our Current Report on Form 8-K filed
with the SEC on January 15, 2004 and our Current Report on Form 8-K/A filed
with the SEC on January 16, 2004. |
| 21 | Subsidiaries of the
Registrant. |
| 23 | Consent of J.H. Cohn
LLP. |
| 31.1 | Certification of Chief
Executive Officer. |
| 31.2 | Certification of Chief
Financial Officer. |
| *32 | Section 1350
Certification. |

Filed herewith.

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