UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K


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


     Date of Report (Date of earliest event reported)          May 26, 2004
                                                               ------------


                                 GRILL CONCEPTS, INC.
                ------------------------------------------------------
                (Exact name of registrant as specified in its charter)

          Delaware                     0-23226                  13-3319172
----------------------------      ----------------        ---------------------
(State or other jurisdiction      (Commission file        (IRS Employer Number)
       of incorporation                 number)


        11661 San Vicente Blvd., Suite 404, Los Angeles, California 90049
               --------------------------------------------------
               (Address of principal executive offices)(Zip Code)


                                 (310) 820-5559
               --------------------------------------------------
              (Registrant's telephone number, including area code)


            --------------------------------------------------------------
            (Former name and former address, if changed since last report)



ITEM 7.       FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

     (c)     Exhibits

          Exhibit
          Number          Description
          ------          -----------

           99.1          Grill Concepts, Inc. quarterly earnings release for
                         the quarter ended March 28, 2004

ITEM 12.  RESULTS OF OPERATIONS AND FINANCIAL CONDITION

     On May 26, 2004, Grill Concepts, Inc. issued an earnings release announcing
its  financial  results  for the quarter ended March 28, 2004 and restatement of
its  earnings for the year ended December 28, 2003 to reflect the application of
variable  accounting to its stock option plan. A copy of the earnings release is
attached  as  Exhibit  99.1.

     The  information in this report is being furnished, not filed, for purposes
of  Section  18 of the Securities Exchange Act of 1934, as amended, and pursuant
to  Item  12  of  Form 8-K will not be incorporated by reference into any filing
under  the  Securities  Act  of 1933, as amended, unless specifically identified
therein  as  being  incorporated  therein  by  reference.


                                        2




                                   SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Current Report on Form 8-K to be signed on its
behalf by the undersigned hereunto duly authorized.

                                   GRILL CONCEPTS, INC.

Dated: May 26, 2004
                                   By: /s/ Robert Spivak
                                         Robert Spivak
                                         President

                                        3



Exhibit 99.1


                                                 6500 Wilshire Blvd., Suite 1900
                                                           Los Angeles, CA 90048
                                                           T      (323) 866 6060
                                                           F      (323) 866 6068
                                                                W www.pondel.com


NEWS
RELEASE


CONTACTS:     Daryl E. Ansel
              Chief Financial Officer
              Grill Concepts, Inc.
              (310) 820-5559

              Roger S. Pondel/Angie H. Yang
              PondelWilkinson Inc.
              (323) 866-6004
              investor@pondel.com


                     GRILL CONCEPTS REPORTS HIGHER REVENUES
             FOR 2004 FIRST QUARTER; SAME STORE SALES INCREASE 7.8%

                 -- EARNINGS IMPACTED BY EXPENSING OF OPTIONS --

     LOS ANGELES, CALIFORNIA - MAY 26, 2004 - Grill Concepts, Inc. (NASDAQ:GRIL)
today  reported  growth  of  11.2  percent  in  consolidated revenues with a 7.8
percent  increase in same store sales for the three-month period ended March 28,
2004  as  compared  to  the  first  quarter  of  2003.

     Consolidated  revenues,  including  management and license fees advanced to
$13.3  million  in  the  first  quarter  of  2004  from  $11.9  million  in  the
year-earlier  period.  Total systemwide sales, including all restaurants, owned,
operated,  managed  and  licensed,  rose  13.9  percent  in the quarter to $19.7
million  from  $17.3 million in 2003. Management believes total systemwide sales
is  a  key  measurement  for  assessing the current strength of The Grill on the
Alley  and  Daily  Grill  restaurant  brands  against  historical  performance.

     Grill  Concepts previously announced that as a result of a recent review of
its  stock  option  plan,  a  determination  was made that grants under the plan
require  variable  accounting  treatment. This accounting treatment reflects the
difference  between  the  current  market  price  of the company's stock and the
option's  exercise  price  and  results  in  an  associated  non-cash  charge to
compensation  expense.  As  a  result of the change in accounting treatment, the
company  filed  an  amended  Form  10-K  for  the period ended December 28, 2003
restating  the financial results for the 2003 full year to reflect the expensing
of  employee  stock  options.




     For  the 2004 first quarter, the company achieved net income of $87,000, or
$0.01  per  diluted  share,  which includes stock option compensation expense of
$187,000.  This  compares  with  restated  net  income of $342,000, or $0.06 per
diluted  share,  a  year earlier, including stock option compensation expense of
$5,000.

     "From an operating perspective, we are off to a strong start in 2004," said
Robert  Spivak,  president  and  chief executive officer of Grill Concepts. "The
strong  revenue  growth  demonstrates  continued  appreciation for our brand and
reinforces  our  confidence  as  the  year  unfolds."

     Same  store  sales  for the Daily Grill restaurants were 8.7 percent higher
compared  with  a  year  ago, and The Grill on the Alley restaurants achieved an
increase  of  6.1  percent  in  comparable sales over the first quarter of 2003.
Spivak  said  first  quarter revenues reflected another period of improved check
averages  and  increased guest counts, leading to higher weighted average weekly
sales  of  6.1  percent  at The Grill restaurants and 2.8 percent at Daily Grill
restaurants.

     During  the first quarter, the company opened its fourth Daily Grill in the
greater  Washington,  D.C.  area  in  the 390-room Hyatt Regency at One Bethesda
Metro  Center.  Recently,  Grill  Concepts announced plans to open a Daily Grill
restaurant  in  the  heart  of  Santa Monica's entertainment hub in the Colorado
Center,  a  property  leased  and managed by Tishman Speyer Properties, formerly
known  as  MGM  Plaza,  and now home to tenants Metro-Goldwyn-Mayer Studios, CBS
Enterprises  and  HBO.



ABOUT GRILL CONCEPTS, INC.

     Grill  Concepts  owns  and  manages  upscale  casual  and fine dining, full
service restaurants under two core brand names: The Grill on the Alley and Daily
Grill.  The  company  operates  23  restaurants  including four The Grill on the
Alley-branded restaurants in Beverly Hills, Hollywood, San Jose, California, and
Chicago,  as  well  as  19  Daily  Grill  restaurants  in  Southern and Northern
California,  the Washington, D.C. metropolitan region, Houston, Texas, Portland,
Oregon  and  Skokie,  Illinois.

     This  news  release contains forward-looking statements, which are based on
current operations, plans and expectations. Such statements include, but are not
limited  to, the company's ability to continue expanding its restaurant network,
among  other factors. Actual results may differ materially from these statements
due  to risks and uncertainties beyond the company's control, which are detailed
from time to time in the company's filings with the United States Securities and
Exchange  Commission.

                                  #     #     #
                               (tables to follow)








                      GRILL CONCEPTS, INC. AND SUBSIDIARIES
                CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
                                  (unaudited)

                                                        THREE MONTHS ENDED
                                                        ------------------
                                                     MARCH 28,      MARCH 30,
                                                       2004          2003
                                                   ------------  ------------
                                                                  (restated)
                                                           
Revenues:
  Sales                                            $12,958,000   $11,667,000
  Management and license fees                          296,000       255,000
                                                   ------------  ------------
    Total revenues                                  13,254,000    11,922,000

Cost of sales                                        3,630,000     3,174,000
                                                   ------------  ------------
Gross profit                                         9,624,000     8,748,000
                                                   ------------  ------------

Costs and expenses:
  Restaurant operating expenses                      7,776,000     6,997,000
  Gain on disposal of assets                                --       (12,000)
  General and administrative                         1,227,000       910,000
  Depreciation and amortization                        386,000       432,000
  Pre-opening costs                                    147,000       187,000
                                                   ------------  ------------
    Total operating expenses                         9,536,000     8,514,000
                                                   ------------  ------------

Income from operations                                  88,000       234,000

Interest expense, net                                  (34,000)      (48,000)
                                                   ------------  ------------

Income before provision for income taxes, equity
  in loss of joint venture and minority interest        54,000       186,000

Provision for income taxes                             (23,000)      (55,000)

Minority interest in loss of subsidiaries               60,000       216,000
Equity in loss of joint venture                         (4,000)       (5,000)
                                                   ------------  ------------

Net income                                         $    87,000   $   342,000
                                                   ------------  ------------

Preferred dividends accrued or paid                    (13,000)      (13,000)
                                                   ------------  ------------

Net income applicable to common stockholders       $    74,000   $   329,000
                                                   ============  ============
Net income per share
  Basic                                            $      0.01   $      0.06
                                                   ============  ============
  Diluted                                          $      0.01   $      0.06
                                                   ============  ============
Weighted average shares outstanding
  Basic                                              5,545,864     5,537,071
                                                   ============  ============
  Diluted                                            6,192,910     5,537,071
                                                   ============  ============





Note:  The consolidated financial statement for the three months ended March 30,
     2003  have  been  restated  from  those originally issued by the company to
     reflect the accounting for employee stock options using variable accounting
     treatment.




                      GRILL CONCEPTS, INC. AND SUBSIDIARIES
              RECONCILIATION OF NON-U.S. GAAP MEASURES TO U.S. GAAP
                                  (unaudited)


SYSTEMWIDE SALES

The following table reconciles Grill Concepts' total consolidated revenues,
prepared on the basis of GAAP, to total systemwide sales for the periods
presented:




                                         THREE MONTHS ENDED
                                         ------------------
                                     MARCH 28,       MARCH 30,
                                        2004          2003
                                    ------------  ------------
                                            
Total consolidated revenues         $13,254,000   $11,922,000
                                    ------------  ------------

Managed restaurants sales             4,572,000     3,302,000

Licensed restaurants sales            2,142,000     2,295,000

  Less management and license fees     (296,000)     (255,000)
                                    ------------  ------------

Total systemwide sales              $19,672,000   $17,264,000
                                    ============  ============