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): August 10, 2011 (August 9, 2011)

CRACKER BARREL OLD COUNTRY STORE, INC.

Tennessee		0-25225		62-1749513
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

305 Hartmann Drive, Lebanon, Tennessee 37087

(615) 444-5533

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 5.02		Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

     On August 9, 2011, the Board of Directors (the “Board”) of Cracker Barrel Old Country Store, Inc. (the “Company”), pursuant to the Company’s Bylaws and in accordance with its Charter, increased the size of the Board from 11 to 12 members. On August 10, 2011, the Company issued the press release that is furnished as Exhibit 99.1 to this Current Report on Form 8-K and that is incorporated by reference into this Item announcing that the Company elected William W. McCarten as a director, effective immediately, to fill the vacancy created by the increase to the size of the Board. Mr. McCarten, who was elected to the Board on August 9, 2011, has not yet been appointed to any committees of the Board.

     There are no arrangements or understandings between Mr. McCarten and any other persons pursuant to which he was selected as a director of the Company. Mr. McCarten has not been a party to any transactions that would be required to be reported under Item 404(a) of Regulation S-K in this Current Report on Form 8-K. The Company did not enter into any material plan, contract or arrangement with, and did not make a grant or award to, Mr. McCarten in connection with Mr. McCarten’s election to the Board.

Item 9.01		Financial Statements and Exhibits.

     (d) Exhibits.

	99.1			Press Release issued by Cracker Barrel Old Country Store, Inc. dated August 10, 2011

SIGNATURE

     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.

EXHIBIT INDEX

Exhibit No.				Description
	99.1			Press Release issued by Cracker Barrel Old Country Store, Inc. dated August 10, 2011

Exhibit 99.1

		Post Office Box 787 Lebanon, Tennessee 37088-0787

Investor Contact:		Lawrence E. Hyatt
		(615) 235-4432
Media Contact:		Julie K. Davis
		(615) 443-9266

CRACKER BARREL OLD COUNTRY STORE, INC. ELECTS
WILLIAM W. McCARTEN TO BOARD OF DIRECTORS

LEBANON, Tenn. (August 10, 2011) — Cracker Barrel Old Country Store, Inc. (Nasdaq: CBRL) has elected William W. McCarten to its Board of Directors, effective immediately. Mr. McCarten’s election brings the number of Cracker Barrel board members to 12, of whom 11 are independent directors. He is the third new independent director to join the Board since June.

Bill McCarten is Chairman of DiamondRock Hospitality Company, a lodging-focused Real Estate Investment Trust, that he founded in 2004 and took public in 2005. DiamondRock (NYSE: DRH) owns 26 high-quality hotels throughout the United States and has assets of nearly $3 billion. Mr. McCarten served as Chief Executive Officer of DiamondRock from its inception through September 1, 2008.

Mr. McCarten brings extensive hospitality, retail and restaurant experience to Cracker Barrel. Prior to founding DiamondRock, he held a number of senior executive positions with Marriott International, Inc. and related entities over the course of 25 years. He was President of Marriott International’s Services Group from 2001 to 2003. From 1992 to 2000, Mr. McCarten served as the Chief Executive Officer of HMSHost Corporation, the nation’s leading developer and operator of restaurant and retail concessions in travel and entertainment venues. Mr. McCarten led the transformation of this industry segment through his efforts to bring national retail brands into these venues. He is a graduate of the McIntire School of Commerce at the University of Virginia and served on the Advisory Board of the McIntire School for fifteen years, from 1981 to 1996.

Mr. McCarten has received several prestigious industry awards including the Nation’s Restaurant News Golden Chain Award (1999), Nation’s Restaurant News Operator of the Year Award (1999), Marriott International’s Partnership Circle Award (2006), and HVS’ Lodging Leadership CEO of the Year Award (2007).

“We welcome the addition of Bill McCarten to Cracker Barrel’s board of directors as part of our ongoing board succession process and our focus on shareholder value,” said Michael A. Woodhouse, chairman and chief executive officer. “His wisdom and in-depth knowledge gained as the CEO of a company that successfully combined both restaurants and retail shops under the same roof will add a valuable perspective to our board.”

About Cracker Barrel
Cracker Barrel Old Country Store provides a friendly home-away-from-home in its old country stores and restaurants. Guests are cared for like family while relaxing and enjoying real home-style food and shopping that’s surprisingly unique, genuinely fun and reminiscent of America’s country heritage...all at a fair price. The restaurant serves up delicious, home-style country food such as meatloaf and homemade chicken n’ dumplins as well as its made from scratch biscuits using an old family recipe. The authentic old country retail store is fun to shop and offers unique gifts and self-indulgences.

Cracker Barrel Old Country Store, Inc. (Nasdaq: CBRL) was established in 1969 in Lebanon, Tenn. and operates 603 company-owned locations in 42 states. Every Cracker Barrel unit is open seven days a week with hours Sunday through Thursday, 6 a.m. — 10 p.m., and Friday and Saturday, 6 a.m. — 11 p.m. For more information, visit crackerbarrel.com.