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) July 8, 2003
  --------------------------------------------------------------------------------
  
  
  
                          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.)
  
  
  
  
  
  
                                 1687 Cole Boulevard
                               Golden, Colorado 80401
  --------------------------------------------------------------------------------
                 (Address of Principal Executive Offices) (Zip Code)
  
  
  
                                   (303) 568-8000
  --------------------------------------------------------------------------------
                (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. (the
  "Company")  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
  Company  closing on an offering of $160 million of 13% senior  secured notes due
  2008 and entering  into a new $15 million  senior  credit  facility with AmSouth
  Capital.
  
  ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
  
  (c)  EXHIBITS.
  
  EXHIBIT        DESCRIPTION
  
  99.1           Press Release issued July 9, 2003.
  
  
  
  
  
  <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:  July 9, 2003
  
  
  
  <PAGE>
                                                                     Exhibit 99.1
  
  
  
                        NEW WORLD COMPLETES DEBT REFINANCING
             CLOSES ON $160 MILLION OF SENIOR SECURED NOTES DUE IN 2008
  
          HAMILTON, N.J. (7/9/03) - New World Restaurant Group, Inc. (Pink Sheets:
  NWCI.PK) announced today that it closed yesterday on an offering of $160 million
  of 13% senior  secured notes due 2008.  The company used the net proceeds of the
  offering,  together with cash on hand,  to refinance its existing  indebtedness,
  including its senior secured  increasing rate notes that had matured on June 15,
  2003. New World also entered into a new $15 million senior credit  facility with
  AmSouth Capital.
  
          "This  refinancing  of the company's  debt,  following upon the recently
  announced equity restructuring  agreement,  will enable us to overcome the final
  hurdle in our  efforts to  stabilize  New  World's  financial  structure,"  said
  Anthony  Wedo,  chairman  and chief  executive  officer  of New  World.  "With a
  rational capital  structure,  we are now able to aggressively  move forward with
  our plans to strengthen and grow the company.  We will now focus our energies on
  continuing   New  World's  role  as  a  leading  player  and  innovator  in  the
  quick-casual restaurant industry."
  
          The notes offering was made to qualified  institutional  buyers pursuant
  to Rule 144A under the Securities Act of 1933, as amended.  Jefferies & Company,
  Inc. acted as initial  purchaser.  The notes have not been registered  under the
  Securities Act or applicable  state  securities  laws, and may not be offered or
  sold  absent   registration  under  the  Securities  Act  and  applicable  state
  securities laws or applicable exemptions from registration requirements.  Within
  90 days, New World has agreed to file an exchange offer  registration  statement
  with the  Securities  and  Exchange  Commission  pursuant to which it will offer
  holders freely transferable notes.
  
          This  press  release  does  not  constitute  an  offer  to  sell  or the
  solicitation  of an offer to buy any security and shall not constitute an offer,
  solicitation  or sale in any  jurisdiction  in  which  such  offering  would  be
  unlawful.
  
          New World  Restaurant  Group is a leading  company  in the quick  casual
  sandwich industry, the fastest-growing  restaurant segment. The company operates
  locations  primarily  under the Einstein Bros. and Noah's New York Bagels brands
  and primarily  franchises  locations  under the Manhattan  Bagel and  Chesapeake
  Bagel Bakery  brands.  The  company's  retail system  currently  consists of 455
  company-owned  locations and 288 franchised and licensed locations in 32 states.
  The company also  operates a dough  production  facility  and a 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,"
  
  
  <PAGE>
  
  
  "estimate,"  "project,"  "intend,"  "expect,"  "should,"  "would," "believe" 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.
  
                                        #####
  
  Contact -  Media/Investors:  Marty  Gitlin,  (914)  528-7702,  or Bill  Parness,
  Parness & Associates, (732) 290-0121, parnespr@optonline.net.
metadata_documents: [{"type": "8-K", "sequence": "1", "filename": "e136740.txt", "secsgml_size_bytes": 7039}]
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": "03780272"}, "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 MANHATTAN BAGEL INC", "date-changed": "19990413"}, {"former-conformed-name": "NEW WORLD COFFEE & BAGELS INC /", "date-changed": "19981007"}, {"former-conformed-name": "NEW WORLD COFFEE INC", "date-changed": "19950815"}]}
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) July 8, 2003
  --------------------------------------------------------------------------------
  
                          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.)
  
                                 1687 Cole Boulevard
                               Golden, Colorado 80401
  --------------------------------------------------------------------------------
                 (Address of Principal Executive Offices) (Zip Code)
  
                                   (303) 568-8000
  --------------------------------------------------------------------------------
                (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. (the
  "Company")  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
  Company  closing on an offering of $160 million of 13% senior  secured notes due
  2008 and entering  into a new $15 million  senior  credit  facility with AmSouth
  Capital.
  
  ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
  
  (c)  EXHIBITS.
  
  EXHIBIT        DESCRIPTION
  
  99.1           Press Release issued July 9, 2003.
  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:  July 9, 2003
  Exhibit 99.1
  
                        NEW WORLD COMPLETES DEBT REFINANCING
             CLOSES ON $160 MILLION OF SENIOR SECURED NOTES DUE IN 2008
  
          HAMILTON, N.J. (7/9/03) - New World Restaurant Group, Inc. (Pink Sheets:
  NWCI.PK) announced today that it closed yesterday on an offering of $160 million
  of 13% senior  secured notes due 2008.  The company used the net proceeds of the
  offering,  together with cash on hand,  to refinance its existing  indebtedness,
  including its senior secured  increasing rate notes that had matured on June 15,
  2003. New World also entered into a new $15 million senior credit  facility with
  AmSouth Capital.
  
          "This  refinancing  of the company's  debt,  following upon the recently
  announced equity restructuring  agreement,  will enable us to overcome the final
  hurdle in our  efforts to  stabilize  New  World's  financial  structure,"  said
  Anthony  Wedo,  chairman  and chief  executive  officer  of New  World.  "With a
  rational capital  structure,  we are now able to aggressively  move forward with
  our plans to strengthen and grow the company.  We will now focus our energies on
  continuing   New  World's  role  as  a  leading  player  and  innovator  in  the
  quick-casual restaurant industry."
  
          The notes offering was made to qualified  institutional  buyers pursuant
  to Rule 144A under the Securities Act of 1933, as amended.  Jefferies & Company,
  Inc. acted as initial  purchaser.  The notes have not been registered  under the
  Securities Act or applicable  state  securities  laws, and may not be offered or
  sold  absent   registration  under  the  Securities  Act  and  applicable  state
  securities laws or applicable exemptions from registration requirements.  Within
  90 days, New World has agreed to file an exchange offer  registration  statement
  with the  Securities  and  Exchange  Commission  pursuant to which it will offer
  holders freely transferable notes.
  
          This  press  release  does  not  constitute  an  offer  to  sell  or the
  solicitation  of an offer to buy any security and shall not constitute an offer,
  solicitation  or sale in any  jurisdiction  in  which  such  offering  would  be
  unlawful.
  
          New World  Restaurant  Group is a leading  company  in the quick  casual
  sandwich industry, the fastest-growing  restaurant segment. The company operates
  locations  primarily  under the Einstein Bros. and Noah's New York Bagels brands
  and primarily  franchises  locations  under the Manhattan  Bagel and  Chesapeake
  Bagel Bakery  brands.  The  company's  retail system  currently  consists of 455
  company-owned  locations and 288 franchised and licensed locations in 32 states.
  The company also  operates a dough  production  facility  and a 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," "believe" 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.
  
                                        #####
  
  Contact -  Media/Investors:  Marty  Gitlin,  (914)  528-7702,  or Bill  Parness,
  Parness & Associates, (732) 290-0121, parnespr@optonline.net.