content: 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) December 19, 2001
  --------------------------------------------------------------------------------
  
                          New World Restaurant Group, Inc.
  --------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in its Charter)
  
  
  Delaware                           0-27148                            13-3690261
  --------------------------------------------------------------------------------
  (State or Other                  (Commission                    (I.R.S. Employer
  Jurisdiction of                  File Number)                     Identification
  Incorporation)                                                              No.)
  
  
                               246 Industrial Way West
                            Eatontown, New Jersey 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).
  
  ITEM 7.  Financial Statements and Exhibits.
  (c)  Exhibits.
  Exhibit           Description
  99.1              Press Release issued December 19, 2001.
  
  
  <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/ Jerold E. Novack
                                                   -----------------------------
                                                   Name: Jerold E. Novack
                                                   Title: Chief Financial Officer
  
  
  Date:  December 20, 2001
  
  
  <PAGE>
  
                                                                   Exhibit 99.1
  
  For: New World Restaurant Group, Eatontown, NJ
  
  From: Parness & Associates, Aberdeen, NJ
  
                                                             For Immediate Release
  
        NEW WORLD RESTAURANT GROUP REPORTS TO SHAREHOLDERS AT ANNUAL MEETING
  
       EATONTOWN, NJ (12/19/01)--New World Restaurant Group, Inc. (NWCI) Chairman
  Ramin Kamfar and CEO Anthony Wedo told investors today that the Company remains
  profitable on an operating basis and continues its efforts to regain a stock
  exchange listing and to rationalize its capital structure.
  
       Speaking at the annual shareholders meeting held at New World's
  headquarters, the two executives noted that although the Company's common stock
  was delisted from the Nasdaq National Market in November, they do not expect the
  action to have a significant impact on operations. "We are going forward with a
  variety of programs designed to increase sales and profitability of our existing
  base of franchised and company-owned stores, attain additional cost savings from
  the combination of New World and Einstein/Noah, and expand our store base by
  franchising and licensing the Einstein Bros brand," Wedo said. "We remain
  enthusiastic about our growth potential and are pleased with the overall
  strength of our base business."
  
       Added Kamfar: "We are focusing on rationalizing our capital structure which
  would allow our improving operating performance to flow through to our bottom
  line. Concurrently, we are actively pursuing listing on other exchanges."
  
       Pending resolution of the listing issue, New World is refraining from
  implementing a shareholder-approved 10-for-1 reverse split of the Company's
  outstanding Common Stock, Kamfar added.
  
       At the meeting, shareholders also re-elected Directors Edward McCabe and
  Keith F. Barket for terms ending in 2004 and ratified the selection of Arthur
  Anderson LLP as the Company's independent auditors for the fiscal year ending
  January 1, 2002.
  
       New World is a leading company in the '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 October 2, 2001, the Company's retail
  system consisted of 494 company-owned stores and 294 franchised and licensed
  stores. The Company also operates three dough production facilities and one
  coffee roasting plant. New World stock quotes can be found on
  www.pinksheets.com.
  
                                        ****
  
  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
  
  
  <PAGE>
  
  
  (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:
  General Media: At New World -- Stacie Lange, (303) 568-8126
  Financial media/investors: Bill Parness, Parness & Associates, (732) 290-0121;
  parnespr@optonline.net
  
  Nw22/smeet
metadata_documents: [{"type": "8-K", "sequence": "1", "filename": "e893549.txt", "secsgml_size_bytes": 6477}]
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": "1819946"}, "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 & BAGELS INC /", "date-changed": "19981007"}, {"former-conformed-name": "NEW WORLD COFFEE INC", "date-changed": "19950815"}, {"former-conformed-name": "NEW WORLD COFFEE MANHATTAN BAGEL INC", "date-changed": "19990413"}]}
text: 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) December 19, 2001
  --------------------------------------------------------------------------------
  
                          New World Restaurant Group, Inc.
  --------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in its Charter)
  
  Delaware                           0-27148                            13-3690261
  --------------------------------------------------------------------------------
  (State or Other                  (Commission                    (I.R.S. Employer
  Jurisdiction of                  File Number)                     Identification
  Incorporation)                                                              No.)
  
                               246 Industrial Way West
                            Eatontown, New Jersey 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).
  
  ITEM 7.  Financial Statements and Exhibits.
  (c)  Exhibits.
  Exhibit           Description
  99.1              Press Release issued December 19, 2001.
  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/ Jerold E. Novack
                                                   -----------------------------
                                                   Name: Jerold E. Novack
                                                   Title: Chief Financial Officer
  
  Date:  December 20, 2001
  Exhibit 99.1
  
  For: New World Restaurant Group, Eatontown, NJ
  
  From: Parness & Associates, Aberdeen, NJ
  
                                                             For Immediate Release
  
        NEW WORLD RESTAURANT GROUP REPORTS TO SHAREHOLDERS AT ANNUAL MEETING
  
       EATONTOWN, NJ (12/19/01)--New World Restaurant Group, Inc. (NWCI) Chairman
  Ramin Kamfar and CEO Anthony Wedo told investors today that the Company remains
  profitable on an operating basis and continues its efforts to regain a stock
  exchange listing and to rationalize its capital structure.
  
       Speaking at the annual shareholders meeting held at New World's
  headquarters, the two executives noted that although the Company's common stock
  was delisted from the Nasdaq National Market in November, they do not expect the
  action to have a significant impact on operations. "We are going forward with a
  variety of programs designed to increase sales and profitability of our existing
  base of franchised and company-owned stores, attain additional cost savings from
  the combination of New World and Einstein/Noah, and expand our store base by
  franchising and licensing the Einstein Bros brand," Wedo said. "We remain
  enthusiastic about our growth potential and are pleased with the overall
  strength of our base business."
  
       Added Kamfar: "We are focusing on rationalizing our capital structure which
  would allow our improving operating performance to flow through to our bottom
  line. Concurrently, we are actively pursuing listing on other exchanges."
  
       Pending resolution of the listing issue, New World is refraining from
  implementing a shareholder-approved 10-for-1 reverse split of the Company's
  outstanding Common Stock, Kamfar added.
  
       At the meeting, shareholders also re-elected Directors Edward McCabe and
  Keith F. Barket for terms ending in 2004 and ratified the selection of Arthur
  Anderson LLP as the Company's independent auditors for the fiscal year ending
  January 1, 2002.
  
       New World is a leading company in the '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 October 2, 2001, the Company's retail
  system consisted of 494 company-owned stores and 294 franchised and licensed
  stores. The Company also operates three dough production facilities and one
  coffee roasting plant. New World stock quotes can be found on
  www.pinksheets.com.
  
                                        ****
  
  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:
  General Media: At New World -- Stacie Lange, (303) 568-8126
  Financial media/investors: Bill Parness, Parness & Associates, (732) 290-0121;
  parnespr@optonline.net
  
  Nw22/smeet