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) August 20, 2002
  
  
  
                          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), relating to the Company's receipt of
  additional proceeds from the ENBC/ENBP bankruptcy estates and the bankruptcy
  court's approval of the settlement regarding the distribution of assets of the
  two estates. Reference is also made to the New World Restaurant Group, Inc.
  press release attached hereto as Exhibit 99.2, 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's
  adjusted EBITDA for the quarter ended July 2, 2002, which it expects to
  approximate $11.4 million, and the delay in filing of its Form 10-Q for the
  second quarter of fiscal 2002.
  
  
  ITEM 7. Financial Statements and Exhibits.
  
  (c)  Exhibits.
  
  Exhibit           Description
  
  99.1              Press Release issued August 20, 2002.
  
  99.2              Press Release issued August 22, 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/ Max Craig
                                              ---------------------------------
                                              Name: Max Craig
                                              Title:   Chief Financial Officer
  
  
  Date:  August 23, 2002
  
  
  <PAGE>
  
  
                                                                      Exhibit 99.1
  
                      NEW WORLD TO RECEIVE ADDITIONAL PROCEEDS
                         FROM ENBC/ENBP BANKRUPTCY ESTATES;
               COURT APPROVES SETTLEMENT REGARDING ASSET DISTRIBUTION
  
  EATONTOWN, N.J. (8/20/02)--New World Restaurant Group (Pink Sheets: NWCI) today
  announced that the Bankruptcy Court with jurisdiction of the proceedings of
  ENBC, Inc. (formerly Einstein/Noah Bagel Corp.), and ENBP, L.P. (formerly
  Einstein/Noah Bagel Partners) approved a settlement of the litigation concerning
  the distribution of the assets of the two estates. Under the settlement
  agreement approved by the court, $17.1 million is to be paid to creditors of
  ENBC, of which approximately 49 percent, or $8.3 million, is to be paid to New
  World. Distribution of the proceeds from the ENBC and ENBP estates approved
  today in the U.S. Bankruptcy Court, District of Arizona, follows earlier
  distributions to New World totaling $27.9 million, bringing the company's
  aggregate proceeds to date to approximately $36.2 million.
  
  The payments are made in connection with New World's ownership of approximately
  $61.5 million in bonds issued by ENBC, which, along with ENBP, filed for Chapter
  11 bankruptcy protection in April 2000. In June 2001, New World acquired the
  assets of ENBC and ENBP at a bankruptcy auction for $160 million in cash and the
  assumption of certain liabilities.
  
  All proceeds from the bankruptcy distributions are being utilized by New World
  to repay an asset-backed secured loan to its wholly owned non-restricted
  subsidiary, EnbcDeb Corp., and an investment in New World Greenlight, LLC. As of
  July 2, 2002, the amounts owed aggregated $15.0 million after giving effect to
  distributions since that date, including the amount to be paid under the
  settlement agreement. New World may receive additional proceeds distributed
  before the bankruptcy case is closed, with the amount of future distributions
  uncertain at this time. Any remaining amounts then owed by New World on the
  asset-backed loan and the investment will be settled by the issuance of
  preferred stock.
  
  "With today's action in the Bankruptcy Court, we've taken another major step in
  closing the book on the Einstein acquisition," said Anthony Wedo, New World
  chairman and CEO. "Following this latest distribution, the actual proceeds
  exceed by approximately $2.0 million the carrying value of the investment as
  stated at fiscal 2001 year end."
  
  New World 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. As of July 2, 2002, the company's retail system consisted of 460
  company-owned locations and 290 franchised and licensed locations in 34 states.
  The company also operates one dough production facility and one coffee roasting
  plant.
  
  ****
  
  
  <PAGE>
  
  
  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.
  
  ####
  CONTACTS:
  Media: Judy Feinberg, Edelman, (312) 240-2817, judy.feinberg@edelman.com
  Investors: Bill Parness, Parness & Associates, (732) 290-0121;
  parnespr@optonline.net
  
  
  <PAGE>
  
  
                                                                      Exhibit 99.2
  
             NEW WORLD EXPECTS 2ND QUARTER ADJUSTED EBITDA TO INCREASE;
                     FILING DELAYED BY ANTICIPATED RESTATEMENTS
  
  o    Adjusted EBITDA for 2nd quarter expected to approximate $11.4 mil.,
       continuing ongoing improvement; same-store sales rose 1.7%
  o    Restatements not expected to impact revenues, EBITDA or operating
       income/loss
  
  EATONTOWN, N.J. (8/22/02)--New World Restaurant Group (Pink Sheets: NWCI) today
  announced that it expects adjusted EBITDA for the quarter ended July 2, 2002, to
  approximate $11.4 million. Adjusted EBITDA excludes unusual charges and legal
  expenses. The company also announced that the filing of its Form 10-Q for the
  second quarter of fiscal 2002 will be delayed by anticipated restatements of its
  financial statements for the four trailing quarters. On July 29, 2002, the
  company replaced its independent auditors for those historical periods, Arthur
  Andersen, LLP, with new independent auditors, Grant Thornton, LLP. A review by
  its new auditors of the accounting treatment in those periods of the company's
  increasing rate indebtedness, Series F preferred stock and related warrants has
  led to the anticipated restatements, which are expected to involve non-cash
  components of interest expense, preferred dividends and accretion, and earnings
  per share. The company does not currently anticipate that these restatements
  will have any material effect on its income/loss from operations for any of the
  periods involved.
  
  The anticipated restatements cover the quarters ended July 3, 2001, October 2,
  2001, January 1, 2002, and April 2, 2002, and the fiscal year ended January 1,
  2002. "Because these anticipated changes apply to non-cash items, we do not
  expect these restatements to have any material effect on our revenues, EBITDA or
  income/loss from operations," said New World chief financial officer Max Craig,
  who joined the company in June 2002. "Given the complexity of the computations
  related to these issues, we cannot provide a reasonable estimate of the impact,
  positive or negative, on our financial statements for the affected periods at
  this time."
  
  The issues related to the restatements were fully disclosed in a Form 12b-25
  Notification of Late Filing filed by New World with the Securities and Exchange
  Commission on August 16, 2002.
  
  "The expected second quarter performance demonstrates the continued strength of
  our core business," said New World chairman and CEO Anthony Wedo. "The
  successful results also are evidence of our ability to achieve important synergy
  savings from the consolidation of the New World and Einstein/Noah
  organizations." Second quarter same-store sales in company-operated
  Einstein/Noah locations rose 1.7% over the corresponding 2001 period. Wedo added
  that same-store sales continue to increase during this year's third quarter.
  
  New World is continuing the ongoing review of its second quarter results, in
  consultation with its new auditors. Until this review is completed, the
  company's results are subject to change. Because of the change in auditors, the
  company cannot say with certainty when the review will be completed.
  
  
  <PAGE>
  
  
  New World 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. As of July 2, 2002, the company's retail system consisted of 460
  company-owned locations and 290 franchised and licensed locations in 34 states.
  The company also operates one dough production facility 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,"
  "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.
  
  ####
  CONTACTS:
  Media:  Judy Feinberg, Edelman, (312) 240-2817; judy.feinberg@edelman.com
  Investors: Bill Parness, Parness & Associates, (732) 290-0121;
  parnespr@optonline.net
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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": "02746890"}, "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: 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 20, 2002
  
                          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), relating to the Company's receipt of
  additional proceeds from the ENBC/ENBP bankruptcy estates and the bankruptcy
  court's approval of the settlement regarding the distribution of assets of the
  two estates. Reference is also made to the New World Restaurant Group, Inc.
  press release attached hereto as Exhibit 99.2, 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's
  adjusted EBITDA for the quarter ended July 2, 2002, which it expects to
  approximate $11.4 million, and the delay in filing of its Form 10-Q for the
  second quarter of fiscal 2002.
  
  ITEM 7. Financial Statements and Exhibits.
  
  (c)  Exhibits.
  
  Exhibit           Description
  
  99.1              Press Release issued August 20, 2002.
  
  99.2              Press Release issued August 22, 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/ Max Craig
                                              ---------------------------------
                                              Name: Max Craig
                                              Title:   Chief Financial Officer
  
  Date:  August 23, 2002
  Exhibit 99.1
  
                      NEW WORLD TO RECEIVE ADDITIONAL PROCEEDS
                         FROM ENBC/ENBP BANKRUPTCY ESTATES;
               COURT APPROVES SETTLEMENT REGARDING ASSET DISTRIBUTION
  
  EATONTOWN, N.J. (8/20/02)--New World Restaurant Group (Pink Sheets: NWCI) today
  announced that the Bankruptcy Court with jurisdiction of the proceedings of
  ENBC, Inc. (formerly Einstein/Noah Bagel Corp.), and ENBP, L.P. (formerly
  Einstein/Noah Bagel Partners) approved a settlement of the litigation concerning
  the distribution of the assets of the two estates. Under the settlement
  agreement approved by the court, $17.1 million is to be paid to creditors of
  ENBC, of which approximately 49 percent, or $8.3 million, is to be paid to New
  World. Distribution of the proceeds from the ENBC and ENBP estates approved
  today in the U.S. Bankruptcy Court, District of Arizona, follows earlier
  distributions to New World totaling $27.9 million, bringing the company's
  aggregate proceeds to date to approximately $36.2 million.
  
  The payments are made in connection with New World's ownership of approximately
  $61.5 million in bonds issued by ENBC, which, along with ENBP, filed for Chapter
  11 bankruptcy protection in April 2000. In June 2001, New World acquired the
  assets of ENBC and ENBP at a bankruptcy auction for $160 million in cash and the
  assumption of certain liabilities.
  
  All proceeds from the bankruptcy distributions are being utilized by New World
  to repay an asset-backed secured loan to its wholly owned non-restricted
  subsidiary, EnbcDeb Corp., and an investment in New World Greenlight, LLC. As of
  July 2, 2002, the amounts owed aggregated $15.0 million after giving effect to
  distributions since that date, including the amount to be paid under the
  settlement agreement. New World may receive additional proceeds distributed
  before the bankruptcy case is closed, with the amount of future distributions
  uncertain at this time. Any remaining amounts then owed by New World on the
  asset-backed loan and the investment will be settled by the issuance of
  preferred stock.
  
  "With today's action in the Bankruptcy Court, we've taken another major step in
  closing the book on the Einstein acquisition," said Anthony Wedo, New World
  chairman and CEO. "Following this latest distribution, the actual proceeds
  exceed by approximately $2.0 million the carrying value of the investment as
  stated at fiscal 2001 year end."
  
  New World 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. As of July 2, 2002, the company's retail system consisted of 460
  company-owned locations and 290 franchised and licensed locations in 34 states.
  The company also operates one dough production facility 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,"
  "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.
  
  ####
  CONTACTS:
  Media: Judy Feinberg, Edelman, (312) 240-2817, judy.feinberg@edelman.com
  Investors: Bill Parness, Parness & Associates, (732) 290-0121;
  parnespr@optonline.net
  Exhibit 99.2
  
             NEW WORLD EXPECTS 2ND QUARTER ADJUSTED EBITDA TO INCREASE;
                     FILING DELAYED BY ANTICIPATED RESTATEMENTS
  
  o    Adjusted EBITDA for 2nd quarter expected to approximate $11.4 mil.,
       continuing ongoing improvement; same-store sales rose 1.7%
  o    Restatements not expected to impact revenues, EBITDA or operating
       income/loss
  
  EATONTOWN, N.J. (8/22/02)--New World Restaurant Group (Pink Sheets: NWCI) today
  announced that it expects adjusted EBITDA for the quarter ended July 2, 2002, to
  approximate $11.4 million. Adjusted EBITDA excludes unusual charges and legal
  expenses. The company also announced that the filing of its Form 10-Q for the
  second quarter of fiscal 2002 will be delayed by anticipated restatements of its
  financial statements for the four trailing quarters. On July 29, 2002, the
  company replaced its independent auditors for those historical periods, Arthur
  Andersen, LLP, with new independent auditors, Grant Thornton, LLP. A review by
  its new auditors of the accounting treatment in those periods of the company's
  increasing rate indebtedness, Series F preferred stock and related warrants has
  led to the anticipated restatements, which are expected to involve non-cash
  components of interest expense, preferred dividends and accretion, and earnings
  per share. The company does not currently anticipate that these restatements
  will have any material effect on its income/loss from operations for any of the
  periods involved.
  
  The anticipated restatements cover the quarters ended July 3, 2001, October 2,
  2001, January 1, 2002, and April 2, 2002, and the fiscal year ended January 1,
  2002. "Because these anticipated changes apply to non-cash items, we do not
  expect these restatements to have any material effect on our revenues, EBITDA or
  income/loss from operations," said New World chief financial officer Max Craig,
  who joined the company in June 2002. "Given the complexity of the computations
  related to these issues, we cannot provide a reasonable estimate of the impact,
  positive or negative, on our financial statements for the affected periods at
  this time."
  
  The issues related to the restatements were fully disclosed in a Form 12b-25
  Notification of Late Filing filed by New World with the Securities and Exchange
  Commission on August 16, 2002.
  
  "The expected second quarter performance demonstrates the continued strength of
  our core business," said New World chairman and CEO Anthony Wedo. "The
  successful results also are evidence of our ability to achieve important synergy
  savings from the consolidation of the New World and Einstein/Noah
  organizations." Second quarter same-store sales in company-operated
  Einstein/Noah locations rose 1.7% over the corresponding 2001 period. Wedo added
  that same-store sales continue to increase during this year's third quarter.
  
  New World is continuing the ongoing review of its second quarter results, in
  consultation with its new auditors. Until this review is completed, the
  company's results are subject to change. Because of the change in auditors, the
  company cannot say with certainty when the review will be completed.
  New World 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. As of July 2, 2002, the company's retail system consisted of 460
  company-owned locations and 290 franchised and licensed locations in 34 states.
  The company also operates one dough production facility 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,"
  "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.
  
  ####
  CONTACTS:
  Media:  Judy Feinberg, Edelman, (312) 240-2817; judy.feinberg@edelman.com
  Investors: Bill Parness, Parness & Associates, (732) 290-0121;
  parnespr@optonline.net