UNITED STATES

                   SECURITIES AND EXCHANGE COMMISSION

                         WASHINGTON D.C. 20549

                            FORM 10-Q

          QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE

                    SECURITIES EXCHANGE ACT OF 1934



For the Quarterly Period Ended September 29, 1999

Commission File Number 1-10275


                      BRINKER INTERNATIONAL, INC.

           (Exact name of registrant as specified in its charter)


             DELAWARE                            75-1914582
    (State or other jurisdiction of          (I.R.S. Employer
    incorporation or organization)           Identification No.)


                  6820 LBJ FREEWAY, DALLAS, TEXAS  75240
                 (Address of principal executive offices)
                             (Zip Code)

                          (972) 980-9917
            (Registrant's telephone number, including area code)


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

Number of shares of common stock of registrant outstanding at
September 29, 1999: _65,420,737



                      BRINKER INTERNATIONAL, INC.

                               INDEX




Part I -  Financial Information

          Condensed Consolidated Balance Sheets -
           September 29, 1999 (Unaudited) and June 30, 1999  3 - 4

          Condensed Consolidated Statements of Income
           (Unaudited) - Thirteen-week periods ended
           September 29, 1999 and September 23, 1998             5

          Condensed Consolidated Statements of Cash Flows
           (Unaudited) - Thirteen-week periods ended
           September 29, 1999 and September 23, 1998             6

          Notes to Condensed Consolidated
           Financial Statements (Unaudited)                  7 - 8

          Management's Discussion and Analysis of
           Financial Condition and Results of Operations    9 - 15


Part II - Other Information                                16 - 18



PART I.  FINANCIAL INFORMATION


                      BRINKER INTERNATIONAL, INC.
                  Condensed Consolidated Balance Sheets
                            (In thousands)



                                       September 29,   June 30,
                                            1999         1999
ASSETS                                  (Unaudited)
Current Assets:
 Cash and Cash Equivalents              $    17,718  $    12,597
 Accounts Receivable                         18,453       21,390
 Inventories                                 15,075       15,050
 Prepaid Expenses                            45,035       46,431
 Deferred Income Taxes                        3,377        5,585
 Other                                        3,779        2,097

     Total Current Assets                   103,437      103,150

Property and Equipment, at Cost:
 Land                                       173,999      169,368
 Buildings and Leasehold Improvements       666,835      650,000
 Furniture and Equipment                    359,216      351,729
 Construction-in-Progress                    62,699       46,186
                                          1,262,749    1,217,283
 Less Accumulated Depreciation
  and Amortization                          423,370      403,907

     Net Property and Equipment             839,379      813,376

Other Assets:
 Goodwill                                    73,625       74,190
 Other                                       94,815       94,928

     Total Other Assets                     168,440      169,118

     Total Assets                       $ 1,111,256  $ 1,085,644

                                                       (continued)


                      BRINKER INTERNATIONAL, INC.
                  Condensed Consolidated Balance Sheets
             (In thousands, except share and per share amounts)




                                       September 29,   June 30,
                                            1999         1999
LIABILITIES AND SHAREHOLDERS' EQUITY    (Unaudited)

Current Liabilities:
 Current Installments of Long-term Debt $    14,635  $    14,635
 Accounts Payable                            87,423       74,100
 Accrued Liabilities                         91,620      101,384

  Total Current Liabilities                 193,678      190,119

Long-term Debt, Less Current Installments   191,574      183,158
Deferred Income Taxes                         8,875        9,140
Other Liabilities                            42,701       41,788
Commitments and Contingencies

Shareholders' Equity:
 Preferred Stock - 1,000,000 Authorized
  Shares; $1.00 Par Value; No Shares Issued      -            -
 Common Stock - 250,000,000 Authorized
  Shares; $.10 Par Value; 78,150,054
  Shares Issued and 65,420,737 Shares
  Outstanding at September 29, 1999, and
  78,150,054 Shares Issued and 65,899,445
  Shares Outstanding at June 30, 1999         7,815        7,815
 Additional Paid-In Capital                 285,628      285,448
 Retained Earnings                          570,024      542,918
                                            863,467      836,181
 Less Treasury Stock, at Cost (12,729,317
  shares at September 29, 1999 and
  12,250,609 shares at June 30, 1999)       189,039      174,742
  Total Shareholders' Equity                674,428      661,439

  Total Liabilities and Shareholders'
   Equity                               $ 1,111,256  $ 1,085,644



See accompanying notes to condensed consolidated financial
statements.


                      BRINKER INTERNATIONAL, INC.
               Condensed Consolidated Statements of Income
                (In thousands, except per share amounts)
                            (Unaudited)

                                        Thirteen-Week Periods Ended
                                      September 29,     September 23,
                                         1999               1998

Revenues                                 $  511,033    $  432,101

Operating Costs and Expenses:
   Cost of Sales                            136,190       117,760
   Restaurant Expenses                      284,725       240,190
   Depreciation and Amortization             22,117        18,993
   General and Administrative                23,507        21,351

     Total Operating Costs and Expenses     466,539       398,294

Operating Income                             44,494        33,807

Interest Expense                              2,398         2,062
Other, Net                                      586         1,087

Income Before Provision for
   Income Taxes and Cumulative Effect
   of Accounting Change                      41,510        30,658

Provision for Income Taxes                   14,404        10,638

Income Before Cumulative
   Effect of Accounting Change               27,106        20,020

Cumulative Effect of Accounting Change           -          6,407

     Net Income                          $   27,106    $   13,613

Basic Earnings Per Share:

   Income Before Cumulative Effect
     of Accounting Change                $      .41    $      .31
   Cumulative Effect of
     Accounting Change                           -            .10

   Basic Net Income Per Share            $      .41     $     .21

Diluted Earnings Per Share:

   Income Before Cumulative Effect
     of Accounting Change                $      .40     $     .30
Cumulative Effect of
     Accounting Change                           -            .10

   Diluted Net Income Per Share          $      .40     $     .20

Basic Weighted Average
   Shares Outstanding                        65,786        65,774

Diluted Weighted Average
   Shares Outstanding                        67,772        67,596

See accompanying notes to condensed consolidated financial
statements.



                        BRINKER INTERNATIONAL, INC.
               Condensed Consolidated Statements of Cash Flows
                               (In thousands)
                                 (Unaudited)


                                                 Thirteen-Week Periods Ended
                                                September 29,  September 23,
                                                     1999          1998
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income                                        $ 27,106      $ 13,613
Adjustments to Reconcile Net Income
 to Net Cash Provided by Operating
 Activities:
   Depreciation and Amortization of
     Property and Equipment                         21,227        18,115
   Amortization of Goodwill and Other Assets           890           878
   Cumulative Effect of Accounting Change               -          6,407
   Deferred Income Taxes                             1,943         1,436
   Changes in Assets and Liabilities:
      Receivables                                    1,255         5,465
      Inventories                                      (25)       (1,284)
      Prepaid Expenses                               3,888          (184)
      Other Assets                                    (212)          778
      Accounts Payable                              13,323        11,757
      Accrued Liabilities                           (9,764)       (3,168)
      Other Liabilities                                913         1,531

      Net Cash Provided by Operating Activities     60,544        55,344

CASH FLOWS FROM INVESTING ACTIVITIES:
Payments for Property and Equipment                (49,722)      (47,741)
Proceeds from Sales of Marketable Securities            -             51
Net Advances to Affiliates                              -         (7,429)

      Net Cash Used in Investing Activities        (49,722)      (55,119)

CASH FLOWS FROM FINANCING ACTIVITIES:
Net Borrowings on Credit Facilities                  8,416        10,425
Proceeds from Issuances of Treasury Stock            3,392           757
Purchases of Treasury Stock                        (17,509)       (9,514)

      Net Cash (Used in) Provided by
        Financing Activities                        (5,701)        1,668

Net Increase in Cash and Cash Equivalents            5,121         1,893
Cash and Cash Equivalents at Beginning
 of Period                                          12,597         9,382
Cash and Cash Equivalents at End
 of Period                                        $ 17,718     $  11,275

CASH PAID (RECEIVED) DURING THE PERIOD:
Interest, Net of Amounts Capitalized              $    633     $      84
Income Taxes, Net of Refunds                      $   (484)    $   2,263


See accompanying notes to condensed consolidated financial
statements.


                         BRINKER INTERNATIONAL, INC.
              Notes to Condensed Consolidated Financial Statements
                            (Unaudited)


1.  Basis of Presentation

   The  condensed  consolidated financial  statements  of  Brinker
International,    Inc.    and   its   wholly-owned    subsidiaries
(collectively, the "Company") as of September 29, 1999 and for the
thirteen-week  periods ended September 29, 1999 and September  23,
1998  have been prepared by the Company pursuant to the rules  and
regulations  of  the  Securities and Exchange Commission  ("SEC").
The  Company  owns  and operates or franchises various  restaurant
concepts  under  the  names of Chili's Grill  &  Bar  ("Chili's"),
Romano's Macaroni Grill ("Macaroni Grill"), On The Border  Mexican
Grill & Cantina ("On The Border"), Cozymel's Coastal Mexican Grill
("Cozymel's"), Maggiano's Little Italy ("Maggiano's"), and  Corner
Bakery  Cafe  ("Corner  Bakery").  In  addition,  the  Company  is
involved  in  the operation and development of the Eatzi's  Market
and  Bakery  ("Eatzi's"),  Big Bowl  ("Big  Bowl"),  and  Wildfire
("Wildfire") concepts.

   The  information  furnished  herein  reflects  all  adjustments
(consisting  only  of normal recurring accruals  and  adjustments)
which are, in the opinion of management, necessary to fairly state
the  operating results for the respective periods.  However, these
operating  results are not necessarily indicative of  the  results
expected  for  the  full  fiscal year.   Certain  information  and
footnote   disclosures  normally  included  in  annual   financial
statements   prepared  in  accordance  with   generally   accepted
accounting principles have been omitted pursuant to SEC rules  and
regulations.  The  notes  to the condensed consolidated  financial
statements  should be read in conjunction with the  notes  to  the
consolidated financial statements contained in the June  30,  1999
Form  10-K.  Company management believes that the disclosures  are
sufficient for interim financial reporting purposes.

   Certain  prior  year  amounts have  been  reclassified  in  the
accompanying   condensed  consolidated  financial  statements   to
conform with current year presentation.

2. Commitments

   In  September  1999, the Company entered  into  a  $25  million
equipment  leasing facility.  During the first quarter  of  fiscal
2000,  the  Company  utilized $8.5 million of the  facility.   The
facility, which is accounted for as an operating lease, expires in
fiscal  2006.  The Company guarantees a residual value related  to
the  equipment of approximately 87% at inception of the  facility.
At  the  end  of  the lease term, the Company has  the  option  to
purchase  all of the leased equipment for an amount equal  to  the
unamortized lease balance, which amount will be no more  than  75%
of  the  total  amount  funded under the  facility.   The  Company
believes  that  the  future cash flows related  to  the  equipment
support the unamortized lease balance.

   In  September 1999, the Company also entered into a $50 million
real  estate  leasing facility of which no amounts  were  utilized
during the first quarter of fiscal 2000.  The facility, which will
be  accounted  for as an operating lease, expires in fiscal  2007.
The   Company  guarantees  the  residual  value  related  to   the
properties,  which will be approximately 87% of the  total  amount
funded  under  the facility.  At the end of the  lease  term,  the
Company  has the option to purchase all of the leased real  estate
for an amount equal to the unamortized lease balance.

3.  Preopening Costs

  The Company elected early adoption of Statement of Position 98-5
("SOP  98-5"),  "Reporting on the Costs of  Start-Up  Activities,"
retroactive  to  the  first  quarter  of  fiscal  1999.  This  new
accounting  standard requires the Company to expense all  start-up
and preopening costs as they are incurred.  The Company previously
deferred  such  costs  and amortized them  over  the  twelve-month
period  following the opening of each restaurant.   The  Condensed
Consolidated  Statement  of Income for  the  thirteen-week  period
ended  September  23,  1998  has  been  restated  to  reflect  the
cumulative effect of this accounting change, net of related income
tax benefit.

4.  Treasury Stock

   The Company's Board of Directors previously approved a plan  to
repurchase  up  to  $85.0 million of the Company's  common  stock.
During  the first quarter of fiscal 2000, the Company's  Board  of
Directors  authorized  a  $25.0  million  increase  in  the  plan.
Pursuant  to the plan and in accordance with applicable securities
regulations, the Company repurchased approximately 698,000  shares
of  its  common stock for approximately $17.5 million  during  the
first quarter of fiscal 2000, resulting in a cumulative repurchase
total  of  3,678,000 shares of its common stock for  approximately
$82.7  million.  The  repurchased common stock  was  used  by  the
Company to increase shareholder value, offset the dilutive  effect
of  stock option exercises, and for other corporate purposes.  The
repurchased   common  stock  is  reflected  as  a   reduction   of
shareholders' equity.


                 MANAGEMENT'S DISCUSSION AND ANALYSIS OF
               FINANCIAL CONDITION AND RESULTS OF OPERATIONS


The following table sets forth selected operating data as a
percentage of total revenues for the periods indicated. All
information is derived from the accompanying condensed consolidated
statements of income.

                                        Thirteen-Week Periods Ended
                                       September 29,    September 23,
                                          1999              1998

Revenues                                 100.0%            100.0%

Operating Costs and Expenses:
 Cost of Sales                            26.6%             27.3%
 Restaurant Expenses                      55.7%             55.6%
 Depreciation and Amortization             4.3%              4.4%
 General and Administrative                4.6%              4.9%

   Total Operating Costs and Expenses     91.3%             92.2%

Operating Income                           8.7%              7.8%

Interest Expense                           0.5%              0.5%
Other, Net                                 0.1%              0.3%

Income Before Provision for Income Taxes
  and Cumulative Effect of Accounting
  Change                                   8.1%              7.1%
Provision for Income Taxes                 2.8%              2.5%

Income Before Cumulative Effect
  of Accounting Change                     5.3%              4.6%

Cumulative Effect of Accounting Change       -               1.5%

  Net Income                               5.3%              3.2%

The following table details the number of restaurant openings
during the first quarter and total restaurants open at the end of
the first quarter.

                First Quarter Openings    Total Open at End of First Quarter
                  Fiscal     Fiscal              Fiscal        Fiscal
                   2000       1999                2000          1999

Chili's:
  Company-owned      12         10                 448           424
  Franchised          7          4                 193           163
     Total           19         14                 641           587

Macaroni Grill:
  Company-owned       6          5                 134           116
  Franchised         --         --                   3             2
     Total            6          5                 137           118

On The Border:
  Company-owned       5          5                  73            55
  Franchised          2          3                  25            18
     Total            7          8                  98            73

Cozymel's            --         --                  13            12

Maggiano's           --          1                  10             8

Corner Bakery         2          4                  51            34

Eatzi's              --          1                   5             4

Wildfire             --          1                   3             2

Big Bowl             --         --                   4             2

     Grand total     34         34                 962           840




REVENUES

Revenues  for the first quarter of fiscal 2000 increased to  $511.0
million,  18.3%  over  the $432.1 million generated  for  the  same
quarter of fiscal 1999. The increases are primarily attributable to
a  net increase of 80 company-owned restaurants since September 23,
1998  and  an  increase in comparable store  sales  for  the  first
quarter of fiscal 2000 compared to the same quarter of fiscal 1999.
The Company increased its capacity (as measured in sales weeks) for
the  first  quarter of fiscal 2000 by 13.1% compared  to  the  same
quarter  of fiscal 1999. Comparable store sales increased  for  the
quarter  compared  to  the same quarter of  fiscal  1999  by  5.3%,
including increases of 6.7% at Chili's, 3.1% at Macaroni Grill, and
1.7% at On The Border.  Menu prices in the aggregate increased 1.4%
in the first quarter of fiscal 2000 as compared to the same quarter
of fiscal 1999.

COSTS AND EXPENSES (as a percent of Revenues)

Cost  of  sales decreased for the first quarter of fiscal  2000  as
compared  to the same quarter of fiscal 1999.  Improved  purchasing
leverage,  menu  price  increases, and  favorable  commodity  price
variances for poultry and dairy attributed to the decrease in  cost
of  sales for the quarter. These favorable variances were partially
offset by unfavorable product mix changes.

Restaurant  expenses increased in the first quarter of fiscal  2000
compared to the same quarter of fiscal 1999 primarily due to higher
labor  costs.  Restaurant labor wage rates were higher than in  the
prior  year, but were partially offset by increased sales leverage,
improvements in labor productivity, and menu price increases.

Depreciation  and amortization decreased for the first  quarter  of
fiscal   2000  compared  to  the  same  quarter  of  fiscal   1999.
Depreciation and amortization decreases resulted from the continued
utilization  of  the equipment leasing facilities, increased  sales
leverage  and  a declining depreciable asset base for older  units.
Partially offsetting these decreases were increases in depreciation
related to new unit construction and ongoing remodel costs.

General and administrative expenses decreased for the first quarter
of  fiscal  2000 compared to the same quarter of fiscal 1999  as  a
result  of  the Company's continued focus on controlling  corporate
expenditures  relative  to  increasing  revenues  and   number   of
restaurants and increased sales leverage.

Interest expense remained flat in the first quarter of fiscal  2000
compared  with  the  same quarter of fiscal 1999  as  a  result  of
increased  sales leverage offset by increased interest expense  due
to   increased  borrowings  on  the  Company's  credit   facilities
primarily  used  to fund the Company's continuing stock  repurchase
plan.

Other,  net decreased for the first quarter of fiscal 2000 compared
to  the same quarter of fiscal 1999 primarily due to a decrease  in
the  Company's share of net losses in unconsolidated equity  method
investees.

CUMULATIVE EFFECT OF ACCOUNTING CHANGE

The  cumulative effect of accounting change is the  result  of  the
Company's  early  adoption  of SOP 98-5 retroactive  to  the  first
quarter  of  fiscal 1999 as discussed previously in the  "Notes  to
Condensed   Consolidated   Financial   Statements"   section.   The
cumulative  effect  of this accounting change, net  of  income  tax
benefit,  was  $6.4 million or $0.10 per diluted share.   This  new
accounting  standard  accelerates  the  Company's  recognition   of
preopening costs, but will benefit the post-opening results of  new
restaurants.


NET INCOME AND NET INCOME PER SHARE

Net  income and diluted net income per share for the first  quarter
of  fiscal 2000 increased 99.1% and 100.0%, respectively,  compared
to  the  same quarter of fiscal 1999. Excluding the effects of  the
adoption  of  SOP  98-5 in the first quarter of  fiscal  1999,  net
income  for  the first quarter of fiscal 2000 increased 35.4%  from
$20.0  million  to $27.1 million and diluted net income  per  share
increased 33.3% from $.30 to $.40. The increase in both net  income
and  diluted  net  income  per share before  consideration  of  the
adoption  of  SOP  98-5 was mainly due to an increase  in  revenues
resulting from increases in capacity (as measured in sales  weeks),
comparable store sales, and menu prices and decreases in  commodity
prices and general and administrative expenses.

IMPACT OF INFLATION

The  Company has not experienced a significant overall impact from
inflation.  As  operating expenses increase, the Company,  to  the
extent  permitted  by  competition, recovers  increased  costs  by
either  increasing  menu prices or reviewing,  then  implementing,
alternative products or processes.

LIQUIDITY AND CAPITAL RESOURCES

The  working capital deficit increased from $87.0 million  at  June
30, 1999 to $90.2 million at September 29, 1999.  Net cash provided
by  operating activities increased to $60.5 million for  the  first
quarter of fiscal 2000 from $55.3 million during the same period in
fiscal 1999 due to increased profitability, partially offset by the
timing of operational receipts and payments.

Long-term debt outstanding at September 29, 1999 consisted of $71.4
million of unsecured senior notes, $118.5 million of borrowings  on
credit  facilities,  and  obligations under  capital  leases.   The
Company   has  credit  facilities  totaling  $370.0  million.    At
September  29,  1999, the Company had $249.8 million  in  available
funds from credit facilities.

During the first quarter of fiscal 2000, the Company entered into a
$25.0  million  equipment leasing facility.  As  of  September  29,
1999,  $8.5  million  of  the  facility  had  been  utilized.   The
remaining  $16.5  million will be used to lease equipment  for  new
restaurant openings for the remainder of fiscal 2000. In  addition,
the  Company  entered  into  a $50.0 million  real  estate  leasing
facility.  The  entire facility will be used to lease  real  estate
during  the  remainder of fiscal year 2000 and all of  fiscal  year
2001.

Capital  expenditures  consist  of purchases  of  land  for  future
restaurant sites, new restaurants under construction, purchases  of
new and replacement restaurant furniture and equipment, and ongoing
remodeling  programs. Capital expenditures, net of  amounts  funded
under  the respective equipment and real estate leasing facilities,
were $49.7 million for the first quarter of fiscal 2000 as compared
to $47.7 million for the same quarter of fiscal 1999. The amount of
capital  expenditures  in  the first quarter  of  fiscal  2000  was
essentially flat compared to the same quarter in fiscal 1999 due to
an  almost equal number of restaurants being constructed or  opened
during  the  respective  periods. The Company  estimates  that  its
capital expenditures during the second quarter will approximate $50
million.  These capital expenditures will be funded  from  internal
operations,  cash  equivalents,  and  drawdowns  on  the  Company's
available lines of credit.

The  Company  is not aware of any other event or trend which  would
potentially  affect  its  liquidity. In  the  event  such  a  trend
develops,  the  Company believes that there  are  sufficient  funds
available under its lines of credit and that it has strong internal
cash generating capabilities to adequately manage the expansion  of
business.



YEAR 2000

The Year 2000 will have a broad impact on the business environment
in  which  the Company operates due to the possibility  that  many
computerized  systems  across all industries  will  be  unable  to
process  information containing dates beginning in the Year  2000.
The  Company has established an enterprise-wide program to prepare
its  computer systems and applications for the Year  2000  and  is
utilizing  both  internal  and  external  resources  to  identify,
correct  and  test  the  systems for Year  2000  compliance.   The
Company's  domestic reprogramming and testing  efforts  have  been
substantially  completed.  The Company expects that  all  mission-
critical  systems will be Year 2000 ready prior  to  November  30,
1999.

The  nature  of the Company's business is such that  the  business
risks  associated with the Year 2000 can be reduced  by  assessing
the  vendors  supplying the Company's restaurants  with  food  and
related  products and also assessing the Company's  franchise  and
joint  venture business partners to ensure that they are aware  of
the  Year  2000  business  risks and are appropriately  addressing
them.

Because third party failures could have a material impact  on  the
Company's  ability to conduct business, questionnaires  have  been
sent  to  substantially all of the Company's critical  vendors  to
obtain  reasonable  assurance that plans are  being  developed  to
address the Year 2000 issue. The returned questionnaires have been
assessed by the Company, categorized based upon readiness for  the
Year 2000 issues, and prioritized in order of significance to  the
business  of  the Company. The Company has established contingency
plans (including continued efforts to evaluate Year 2000 readiness
of  existing  vendors  or identification of  alternative  vendors)
responding  to  those high risk, critical vendors which  have  not
provided the Company with satisfactory evidence of their readiness
to handle Year 2000 issues. Furthermore, the Company will continue
to  monitor  all  critical  vendors  to  ensure  their  Year  2000
readiness.

Based  upon  questionnaires returned by  the  Company's  franchise
business  partners  and direct communications with  the  Company's
joint venture business partners, the Company has assessed the Year
2000  readiness of these business partners and has implemented  an
action  plan  involving direct communication and  the  sharing  of
information associated with the Year 2000 issue.

The  Company has completed the inventory and assessment phases  of
its  evaluation  of all information technology and non-information
technology  equipment.  Based upon results of the assessment,  all
mission-critical equipment is Year 2000 ready.

The enterprise-wide program, including testing and remediation  of
all  of  the  Company's  systems and  applications,  the  cost  of
external  consultants, the purchase of software and hardware,  and
the  compensation  of  internal employees  working  on  Year  2000
projects,  is expected to cost approximately $3.0 to $3.5  million
(except  for fringe benefits of internal employees, which are  not
separately  tracked) from inception in calendar year 1997  through
completion  in  fiscal 2000.  Of these costs,  approximately  $2.5
million has been incurred through the end of the first quarter  of
fiscal  2000.  The remaining costs will be incurred prior  to  the
end of fiscal 2000. All estimated costs have been budgeted and are
expected to be funded by the Company's available cash.

The  Company  anticipates timely completion of the  internal  Year
2000  readiness efforts and does not believe the costs related  to
the  Year 2000 readiness project will be material to its financial
position  or  results  of  operations. However,  if  unanticipated
problems  arise from systems or equipment, there could be material
adverse  effects on the Company's consolidated financial position,
results  of operations and cash flows.  As part of the  Year  2000
readiness  efforts,  the Company has developed  contingency  plans
which  will need to be activated in the event of internal  systems
failures,  but  may be modified as additional information  becomes
available.   Although the questionnaires and other  communications
received  by  the  Company from its significant vendors  have  not
disclosed  any  material Year 2000 issues, there is  no  assurance
that  these  vendors will be Year 2000 ready on  a  timely  basis.
Unanticipated   failures  or  significant  delays  in   furnishing
products  or services by significant vendors could have a material
adverse  effect on the Company's consolidated financial  position,
results  of  operations  and cash flows.  Where  predictable,  the
Company  is  assessing and attempting to mitigate its  risks  with
respect to the failure of its significant vendors to be Year  2000
ready as part of its ongoing contingency planning.

Despite  the Company's diligent preparation, some of the Company's
internal  systems or equipment may fail to operate  properly,  and
some of its significant vendors may fail to perform effectively or
may  fail  to  timely  or completely deliver  products.  In  those
circumstances, the Company expects to be able to conduct necessary
business   operations  and  to  obtain  necessary  products   from
alternative  vendors,  and  business  operations  would  generally
continue; however, there would be some disruption which could have
a  material adverse effect on the Company's consolidated financial
position, results of operations and cash flows. Similarly, if  the
Company's  franchise and joint venture business  partners  sustain
disruptions  in  their  business  operations  or  there  are   any
unanticipated general public infrastructure failures, there  could
be  a  material  adverse  effect  on  the  Company's  consolidated
financial  position, results of operations and  cash  flows.   The
Company  has no basis upon which to reasonably analyze the  direct
or  indirect  effects  on  its guests from  Year  2000  issues  or
experiences.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The  Company  is exposed to market risk from changes  in  interest
rates on debt and changes in commodity prices.

The  Company's  net  exposure to interest rate  risk  consists  of
floating  rate  instruments  that  are  benchmarked  to  U.S.  and
European short-term interest rates. The Company may from  time  to
time  utilize  interest rate swaps and forwards to manage  overall
borrowing  costs  and reduce exposure to adverse  fluctuations  in
interest  rates.  The Company does not use derivative  instruments
for  trading purposes and the Company has procedures in  place  to
monitor  and  control derivative use. The impact on the  Company's
results of operations of a one-point interest rate change  on  the
outstanding balance of the variable rate debt as of September  29,
1999 would be immaterial.

The  Company purchases certain commodities such as beef,  chicken,
flour  and  cooking oil. These commodities are generally purchased
based  upon market prices established with vendors.  The  purchase
arrangements may contain contractual features that limit the price
paid  by  establishing certain price floors or caps.  The  Company
does  not  use  financial  instruments to hedge  commodity  prices
because these purchase arrangements help control the ultimate cost
paid  and any commodity price aberrations that are not covered  by
contracts are generally short term in nature.

This  market  risk discussion contains forward-looking statements.
Actual  results  may differ materially from this discussion  based
upon  general market conditions and changes in domestic and global
financial markets.


NEW ACCOUNTING PRONOUNCEMENTS

In  June  1998, the Financial Accounting Standards Board  ("FASB")
issued  Statement of Financial Accounting Standards No. 133 ("SFAS
No.  133"),  "Accounting  for Derivative Instruments  and  Hedging
Activities."  SFAS  No. 133 establishes accounting  and  reporting
standards  for  derivative instruments and hedging activities.  In
June  1999,  the  FASB  issued Statement of  Financial  Accounting
Standards  No.  137 ("SFAS No. 137"), "Accounting  for  Derivative
Instruments  and  Hedging Activities - Deferral of  the  Effective
Date  of FASB Statement No. 133," which defers the effective  date
of  SFAS  No.  133  until  the Company's first  quarter  financial
statements in fiscal 2001.  The Company is currently not  involved
in  derivative  instruments or hedging activities, and  therefore,
will measure the impact of SFAS No. 133 as it becomes necessary.


FORWARD-LOOKING STATEMENTS

Certain  statements contained herein are forward-looking regarding
future   economic  performance,  restaurant  openings,   operating
margins, the availability of acceptable real estate locations  for
new  restaurants,  the  sufficiency  of  cash  balances  and  cash
generated  from  operating  and financing  activities  for  future
liquidity  and  capital resource needs, and other matters.   These
forward-looking  statements involve risks and  uncertainties  and,
consequently,  could  be affected by general business  conditions,
the  impact  of  competition,  the seasonality  of  the  Company's
business, governmental regulations, inflation, changes in economic
conditions,  consumer  perceptions  of  food  safety,  changes  in
consumer  tastes,  governmental  monetary  policies,  changes   in
demographic  trends, identification and availability  of  suitable
and  economically viable locations for new restaurants, impact  of
the Year 2000, food and labor costs, availability of materials and
employees, or weather and other acts of God.


PART II.  OTHER INFORMATION



Item 6: EXHIBITS

Exhibit 27  Financial Data Schedules.  Filed with EDGAR version.

     I.   Financial Data Schedule as of and for the 13-week period ended
          September 29, 1999.

     II.  Restated Financial Data Schedule as of and for the 13-week
          period ended September 23, 1998.



                             SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of
1934, the Company has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.


                               BRINKER INTERNATIONAL, INC.


Date:  November 12, 1999       By:__________________________________
                                  Ronald A. McDougall, Vice Chairman
                                  and Chief Executive Officer
                                  (Duly Authorized Signatory)



Date:  November 12, 1999       By:____________________________________
                                  Russell G. Owens, Executive Vice
                                  President and Chief Financial
                                  and Strategic Officer
                                  (Principal Financial and Accounting
                                   Officer)


 

5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONDENSED CONSOLIDATED BALANCE SHEET AND RELATED CONDENSED CONSOLIDATED STATEMENT OF INCOME OF BRINKER INTERNATIONAL, INC. AS OF AND FOR THE 13-WEEK PERIOD ENDED SEPTEMBER 29, 1999, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 3-MOS JUN-30-2000 SEP-29-1999 17,718 0 22,558 (326) 15,075 103,437 1,262,749 (423,370) 1,111,256 193,678 191,574 0 0 7,815 666,613 1,111,256 505,823 511,033 136,190 443,032 0 175 2,398 41,510 14,404 27,106 0 0 0 27,106 0.41 0.40
 

5 THIS SCHEDUE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONDENSED CONSOLIDATED BALANCE SHEET AND RELATED CONDENSED CONSOLIDATED STATEMENT OF INCOME OF BRINKER INTERNATIONAL, INC. AS OF AND FOR THE 13-WEEK PERIOD ENDED SEPTEMBER 23, 1998, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 3-MOS JUN-30-1999 SEP-23-1998 11,275 0 16,392 (256) 15,058 83,032 1,091,947 (355,155) 991,854 182,728 157,701 0 0 7,815 590,779 991,854 427,546 432,101 117,760 376,943 0 144 2,062 30,658 7,234 20,020 0 0 6,407 13,613 0.21 0.20 Restated to reflect reclassifications in the condensed consolidated financial statements to conform with current year presentation. Restated to reflect the adoption of Statement of Position 98-5, "Reporting on the Costs of Start-Up Activities."