content: UNITED STATES
                         SECURITIES AND EXCHANGE COMMISSION
                                WASHINGTON, DC 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 28, 2002
  
  
                          New World Restaurant Group, Inc.
               (Exact Name of Registrant as Specified in its Charter)
  
  
  
             Delaware                    0-27148              13-3690261
   (State or Other Jurisdiction        (Commission          (IRS Employer
         of Incorporation)             File Number)       Identification No.)
  
  
                               246 Industrial Way West
                                Eatontown, NJ 07724
                 (Address of Principal Executive Offices) (Zip Code)
  
  
                                   (732) 544-0155
                (Registrant's Telephone Number, Including Area Code)
  
  
      -----------------------------------------------------------------------
           (Former Name or Former Address, If Changed Since Last Report.)
  
  <PAGE>
  
  Item 5.   Other Events and Regulation FD Disclosure.
  
       Reference is made to the New World Restaurant Group, Inc. press release
  attached hereto as Exhibit 99.1, and incorporated by reference herein
  (including, without limitation, the information set forth in the cautionary
  statement contained in the press release), relating to the removal of its common
  stock from the eligible list on the OTC Bulletin Board.
  
  ITEM 7.  Financial Statements and Exhibits.
  
  (c)  Exhibits.
  
  Exhibit           Description
  
  99.1              Press Release issued May 28, 2002
  
  
  <PAGE>
  
                                     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.
  
  
                                              NEW WORLD RESTAURANT GROUP, INC.
  
  
  
                                              BY: /s/ Anthony Wedo
                                                  ------------------------------
                                                  Name: Anthony Wedo
                                                  Title:   Chief Executive Officer
  
  Date:  May 29, 2002
  
  <PAGE>
  
                                                                      Exhibit 99.1
  
                     NEW WORLD DELISTED FROM OTC BULLETIN BOARD;
                          COMPANY WILL PURSUE REINSTATEMENT
  
  EATONTOWN, NJ (5/28/02)--New World Restaurant Group, Inc. (NASDAQ: NWCI) today
  announced that its common stock has been removed from the eligible list on the
  OTC Bulletin Board for failure to timely file periodic reports under the
  Securities Exchange Act of 1934, including its Form 10-K for its fiscal year
  ended January 1, 2002.
  
  The company will pursue reinstatement on the OTC Bulletin Board once it is
  current in its periodic reports. The common stock is currently trading in the
  pink sheets. Further information regarding trading of securities on the "Pink
  Sheets" is available on the web at www.pinksheets.com.
  
  New World is a leading company in the "fast/quick casual" sandwich industry. The
  Company operates stores primarily under the Einstein Bros and Noah's New York
  Bagels brands and primarily franchises stores under the Manhattan Bagel and
  Chesapeake Bagel Bakery brands. As of May 14, 2002, the Company's retail system
  consisted of 468 company-owned stores and 293 franchised and licensed stores in
  34 states. The Company also operates three dough production facilities and one
  coffee roasting plant.
  
                                        *****
  
  Certain statements in this press release constitute forward-looking statements
  or statements which may be deemed or construed to be forward-looking statements
  within the meaning of the Private Securities Litigation Reform Act of 1995. The
  words "forecast," "estimate," "project," "intend," "expect," "should," "would"
  and similar expressions and all statements which are not historical facts are
  intended to identify forward-looking statements. These forward-looking
  statements involve and are subject to known and unknown risks, uncertainties and
  other factors which could cause the Company's actual results, performance
  (financial or operating), or achievements to differ from the future results,
  performance (financial or operating), or achievements expressed or implied by
  such forward-looking statements. The above factors are more fully discussed in
  the Company's SEC filings.
  
                                        ###
  
  CONTACTS:
  Media/investors: Bill Parness, Parness & Associates, (732) 290-0121;
  parnespr@optonline.net NW23/OTCdelist
metadata_documents: [{"type": "8-K", "sequence": "1", "filename": "e924640.txt", "secsgml_size_bytes": 4871}]
metadata_filer: {"company-data": {"conformed-name": "NEW WORLD RESTAURANT GROUP INC", "cik": "0000949373", "assigned-sic": "5812", "irs-number": "133690261", "state-of-incorporation": "DE", "fiscal-year-end": "1228"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-27148", "film-number": "02664967"}, "business-address": {"street1": "246 INDUSTRIAL WAY WEST", "street2": "C/O NEW WORLD HOLDINGS", "city": "EATONTOWN", "state": "NJ", "zip": "07724", "phone": "7325440155"}, "mail-address": {"street1": "246 INDUSTRIAL WAY WEST", "street2": "C/O NEW WORLD HOLDINGS", "city": "EATONTOWN", "state": "NJ", "zip": "07724"}, "former-company": [{"former-conformed-name": "NEW WORLD COFFEE INC", "date-changed": "19950815"}, {"former-conformed-name": "NEW WORLD COFFEE & BAGELS INC /", "date-changed": "19981007"}, {"former-conformed-name": "NEW WORLD COFFEE MANHATTAN BAGEL INC", "date-changed": "19990413"}]}
text: UNITED STATES
                         SECURITIES AND EXCHANGE COMMISSION
                                WASHINGTON, DC 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 28, 2002
  
                          New World Restaurant Group, Inc.
               (Exact Name of Registrant as Specified in its Charter)
  
             Delaware                    0-27148              13-3690261
   (State or Other Jurisdiction        (Commission          (IRS Employer
         of Incorporation)             File Number)       Identification No.)
  
                               246 Industrial Way West
                                Eatontown, NJ 07724
                 (Address of Principal Executive Offices) (Zip Code)
  
                                   (732) 544-0155
                (Registrant's Telephone Number, Including Area Code)
  
      -----------------------------------------------------------------------
           (Former Name or Former Address, If Changed Since Last Report.)
  Item 5.   Other Events and Regulation FD Disclosure.
  
       Reference is made to the New World Restaurant Group, Inc. press release
  attached hereto as Exhibit 99.1, and incorporated by reference herein
  (including, without limitation, the information set forth in the cautionary
  statement contained in the press release), relating to the removal of its common
  stock from the eligible list on the OTC Bulletin Board.
  
  ITEM 7.  Financial Statements and Exhibits.
  
  (c)  Exhibits.
  
  Exhibit           Description
  
  99.1              Press Release issued May 28, 2002
  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.
  
                                              NEW WORLD RESTAURANT GROUP, INC.
  
                                              BY: /s/ Anthony Wedo
                                                  ------------------------------
                                                  Name: Anthony Wedo
                                                  Title:   Chief Executive Officer
  
  Date:  May 29, 2002
  Exhibit 99.1
  
                     NEW WORLD DELISTED FROM OTC BULLETIN BOARD;
                          COMPANY WILL PURSUE REINSTATEMENT
  
  EATONTOWN, NJ (5/28/02)--New World Restaurant Group, Inc. (NASDAQ: NWCI) today
  announced that its common stock has been removed from the eligible list on the
  OTC Bulletin Board for failure to timely file periodic reports under the
  Securities Exchange Act of 1934, including its Form 10-K for its fiscal year
  ended January 1, 2002.
  
  The company will pursue reinstatement on the OTC Bulletin Board once it is
  current in its periodic reports. The common stock is currently trading in the
  pink sheets. Further information regarding trading of securities on the "Pink
  Sheets" is available on the web at www.pinksheets.com.
  
  New World is a leading company in the "fast/quick casual" sandwich industry. The
  Company operates stores primarily under the Einstein Bros and Noah's New York
  Bagels brands and primarily franchises stores under the Manhattan Bagel and
  Chesapeake Bagel Bakery brands. As of May 14, 2002, the Company's retail system
  consisted of 468 company-owned stores and 293 franchised and licensed stores in
  34 states. The Company also operates three dough production facilities and one
  coffee roasting plant.
  
                                        *****
  
  Certain statements in this press release constitute forward-looking statements
  or statements which may be deemed or construed to be forward-looking statements
  within the meaning of the Private Securities Litigation Reform Act of 1995. The
  words "forecast," "estimate," "project," "intend," "expect," "should," "would"
  and similar expressions and all statements which are not historical facts are
  intended to identify forward-looking statements. These forward-looking
  statements involve and are subject to known and unknown risks, uncertainties and
  other factors which could cause the Company's actual results, performance
  (financial or operating), or achievements to differ from the future results,
  performance (financial or operating), or achievements expressed or implied by
  such forward-looking statements. The above factors are more fully discussed in
  the Company's SEC filings.
  
                                        ###
  
  CONTACTS:
  Media/investors: Bill Parness, Parness & Associates, (732) 290-0121;
  parnespr@optonline.net NW23/OTCdelist