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:  December 11, 1998
                              
                          _________
                              
            CRACKER BARREL OLD COUNTRY STORE, INC
                              
                              
                          Tennessee
                  (State of Incorporation)
                              
                              
     0-7536                                        62-0812904
(Commission File No.)                   (IRS Employer Identification No.)


305 Hartmann Drive, Lebanon, Tennessee               37087
(Address of Principal Executive Offices)           (Zip Code)

                          _________

     Registrant's telephone number, including area code:
                              
                       (615) 444-5533



Item 5.  Other Events.

     The registrant, at its option, reports the following
information which is not otherwise called for by this form, that
the registrant deems may be of importance to security holders:

     On December 11, 1998, the registrant announced an
     agreement to purchase all of the issued and
     outstanding capital stock of Logan's Roadhouse,
     Inc. The full text of the registrant's press
     release is attached as Exhibit 1.
     
Item 7.  Financial Statements and Exhibits.

(c)  Exhibit

     (99) Press Release dated December 11, 1998 - CBRL Group,
          Inc. To Acquire Logan's Roadhouse, Inc.
     
     
                         SIGNATURES

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

                                  CRACKER BARREL OLD COUNTRY STORE, INC.
                                              (Registrant)
                                        
Date:  December 16, 1998           By:  /s/James F. Blackstock
       _________________                ______________________________
                                        James F. Blackstock
                                        VP, General Counsel, Secretary

                              
                              
                              

CBRL to Acquire RDHS
Page 1
December 11, 1998









                                   Contact:  Michael A. Woodhouse
                                             Chief Financial Officer
                                             CBRL Group, Inc.


        CBRL GROUP, INC. TO ACQUIRE LOGAN'S ROADHOUSE

LEBANON,  Tenn.  (December 11, 1998)  Jointly,  CBRL  Group,
Inc. (Nasdaq/ NM: CBRL), which will be the parent company of
Cracker  Barrel Old Country Store, Inc. following completion
of  its  reorganization into a holding company structure  at
December  31, 1998, and Logan's Roadhouse, Inc.  (Nasdaq/NM:
RDHS)  today announced the execution of a definitive  merger
agreement for the acquisition of Logan's Roadhouse, Inc.  by
CBRL  Group,  Inc.  Logan's Roadhouse, with headquarters  in
Nashville,  Tennessee,  operates  41  company-owned  and   4
franchised  Logan's  Roadhouse restaurants  in  12  states,
which feature steaks, ribs, chicken, and seafood dishes in a
distinctive atmosphere reminiscent of an American roadhouse.

      Under  the  terms of the agreement,  CBRL  Group  will
purchase  all  of the outstanding shares of Logan  Roadhouse
common  stock for cash of $24 per share, or a total purchase
price  of  approximately $179 million.  The  purchase  price
will  be funded by a combination of cash and an increase  in
CBRL  Group's  bank  lines of credit.   The  acquisition  is
expected  to be neutral to CBRL Group's earnings  in  fiscal
1999  and  accretive  in fiscal 2000.   The  transaction  is
subject to usual and customary closing conditions, including
approval  by  the shareholders of Logan's Roadhouse  and  is
expected to close on or before March 1, 1999.

      Commenting on the announcement, Dan W. Evins, chairman
and  chief  executive  officer of CBRL  Group,  Inc.,  said,
"Logan's  Roadhouse adds a third restaurant concept  to  our
new  holding  company  structure.  The  other  concepts  are
Cracker  Barrel  Old  Country Store and Carmine  Giardini's
Gourmet  Market and La Trattoria Ristorante.  As  with  our
other concepts, we intend to operate Logan's Roadhouse as  a
separate  company.  The acquisition of Logan's Roadhouse  is
consistent with our plans to grow by expanding our  existing
concepts as well as by acquisitions.



     "Logan's Roadhouse has an excellent management team led
by  Ted  Moats,  who  will  remain as  president  and  chief
operating  officer of Logan's Roadhouse.  Ted has  built  an
exceptional  restaurant concept that focuses on high-quality
food  served  in  a  casual  and  entertaining  environment,
delivers excellent unit economics, and provides an excellent
price-to-value  relationship for  its  guests.   We  believe
Logan's Roadhouse will fit well with our Cracker Barrel  and
Carmine's concepts."

      Edwin  W.  Moats, Jr., president and  chief  executive
officer  of  Logan's  Roadhouse, Inc., said,  "We  are  very
pleased  to  join such an outstanding organization  as  CBRL
Group and are excited by the opportunity to continue to grow
the  Logan's  Roadhouse system.  Under the  holding  company
structure,  we  will have the opportunity to  operate  as  a
separate  company and continue to focus directly on  growing
the  Logan's Roadhouse concept, while at the same time  have
the  advantages of being part of a larger organization.   We
believe  that through this transaction, we will continue  to
provide  our  employees the most rewarding work  environment
and,  through them, to consistently enhance the  quality  of
the "Logan's Roadhouse experience" for each of our guests."

     Except for specific historical information, the matters
discussed   in   this  press  release  are   forward-looking
statements  that  involve  risks,  uncertainties  and  other
factors  which  may cause actual results and performance  of
the   CBRL  Group  (the Company) to differ  materially  from
those  expressed  or  implied by such  statements.   Factors
which  will  affect  actual results  include,  but  are  not
limited  to: the availability and costs of acceptable  sites
for  development; the ability of the Company to recruit  and
train   restaurant  personnel  in  its  concepts   expansion
locations; the acceptance of the Company's concepts  as  the
Company's  concepts continue to expand into  new  geographic
regions;  continued  successful  acquisition  of  additional
concepts to expand; continued successful development of  new
and  regional  menu  items; changes in or implementation  of
additional  governmental rules and regulations;  appropriate
resolution of Year 2000 issues; and other factors  described
from  time  to  time  in  the  Company's  filings  with  the
Securities and Exchange Commission, press releases and other
communications.

       Headquartered  in  Lebanon,  Tennessee,  CBRL  Group,
currently  operates two Carmine Giardini's  Gourmet  Markets
located  in  Florida  and  373 Cracker  Barrel  Old  Country
Stores  locations  in Tennessee, Florida,  Georgia,  Texas,
Ohio,  North Carolina, Illinois, Indiana, Alabama, Kentucky,
Michigan,  Virginia, Missouri, South Carolina, Pennsylvania,
Mississippi,  Arizona, Louisiana, New York,  West  Virginia,
Kansas,  Oklahoma,  Arkansas,  Colorado,  Wisconsin,   Iowa,
Minnesota, New Mexico, Utah, Maryland, Nebraska, New Jersey,
Connecticut, Idaho, Massachusetts, and Montana.

     Logan's Roadhouse, Inc. operates 41 Company-owned and 4
franchised  Logan's  Roadhouse restaurants  in  12  states,
which feature steaks, ribs, chicken, and seafood dishes in a
distinctive atmosphere reminiscent of an American roadhouse.
The  Logan's Roadhouse menu is designed to attract  a  broad
range   of  customers  by  offering  generous  portions   of
moderately priced, high quality food which appeals to a wide
variety  of  tastes.   The restaurants offer  a  casual  and
entertaining dining environment, are open seven days a  week
for lunch and dinner and provide full bar service.