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) April 1, 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
                                                                              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 appointment of Chief
  Executive Officer Anthony Wedo as Chairman of the Board of Directors, the
  resignation of Ramin Kamfar as the Chairman and a director of the company and
  the termination of Jerold Novack as the Chief Financial Officer of the company.
  
  
  
  ITEM 7.   Financial Statements and Exhibits.
  
  (c)  Exhibits.
  
  Exhibit   Description
  -------   -----------
  
  99.1      Press Release issued April 3, 2002
  
  
  
  
  
  
                                         2
  
  
  <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:  April 3, 2002
  
  
  
  
  
  
                                         3
  
  
  
  <PAGE>
  
  
  
  
  
                                                                      Exhibit 99.1
  
                     NEW WORLD BOARD APPOINTS CEO WEDO CHAIRMAN
                   FOLLOWING RESIGNATION OF KAMFAR; CFO TERMINATED
  
       EATONTOWN, NJ (4/3/02)--New World Restaurant Group, Inc. (OTC Bulletin
  Board: NWCI.OB) today announced that its Board of Directors appointed CEO
  Anthony Wedo, 42, to assume the additional role of Chairman. Ramin Kamfar,
  Chairman, resigned from the Company and from his seat on the Company's Board of
  Directors, effective April 1, 2002, to pursue other business interests. In
  connection with his departure from the Company, New World paid Mr. Kamfar
  $1,445,000.
  
       Mr. Kamfar, 38, had served as a director since founding New World in 1993
  and as Chairman since December 1998. He also served as CEO from May 1996 until
  August 2001. "The Board wishes to thank Mr. Kamfar for his years of dedicated
  service in building the Company," Mr. Wedo commented. "We wish him well in his
  new endeavors."
  
       "We recruited Mr. Wedo in August 2001 to engineer the consolidation of New
  World and Einstein/Noah, as well as lead the turnaround of Einstein/Noah. His
  appointment to the additional position of Chairman is the next step in this
  process and underscores the Board's commitment to enhance shareholder value,"
  said Director William Nimmo, Chairman of New World's Compensation Committee and
  a Partner in Halpern, Denny & Co., the Company's largest shareholder. "With
  nearly 20 years of senior level experience in the foodservice industry, handling
  both rapid growth and turnaround situations, Tony is eminently qualified to lead
  New World and build upon its position as a leader in the `quick-casual' sandwich
  industry."
  
       New World's Board also announced that it has terminated, with cause, Jerold
  Novack, Executive Vice President and Chief Financial Officer, effective April 2,
  2002. Mr. Novack, 45, joined New World as Vice President of Finance in June 1994
  and was appointed CFO in January 1999. Mr. Wedo noted that a search for a new
  CFO has begun.
  
       The Company has filed a Form 12b-25 extending until April 16, the time to
  file its Form 10-K for the fiscal year ended January 1, 2002, in order to
  complete its annual audit. According to preliminary, unaudited figures, the
  Company expects to report EBITDA of $10.5 million for the fourth quarter of
  2001.
  
       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 April 1, 2002, the
  Company's retail system consisted of 457 company-owned stores and 293 franchised
  and licensed stores. The Company also operates three dough production facilities
  and one coffee roasting plant.
  
       New World plans to hold a conference call within the next week to discuss
  the latest developments. Details on the call will follow this week.
                                       *****
  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
  
  
  
                                         4
  
  
  
  
  <PAGE>
  
  
  
  
  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 Einstein/Noah--Stacie Lange, (303) 568-8126.
  Financial media/investors: Bill Parness, Parness & Associates, (732) 290-0121;
  parnespr@optonline.net
  ----------------------
  
  
  
  
  
  
  
                                         5
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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": "02601748"}, "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) April 1, 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
                                                                              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 appointment of Chief
  Executive Officer Anthony Wedo as Chairman of the Board of Directors, the
  resignation of Ramin Kamfar as the Chairman and a director of the company and
  the termination of Jerold Novack as the Chief Financial Officer of the company.
  
  ITEM 7.   Financial Statements and Exhibits.
  
  (c)  Exhibits.
  
  Exhibit   Description
  -------   -----------
  
  99.1      Press Release issued April 3, 2002
  
                                         2
  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:  April 3, 2002
  
                                         3
  Exhibit 99.1
  
                     NEW WORLD BOARD APPOINTS CEO WEDO CHAIRMAN
                   FOLLOWING RESIGNATION OF KAMFAR; CFO TERMINATED
  
       EATONTOWN, NJ (4/3/02)--New World Restaurant Group, Inc. (OTC Bulletin
  Board: NWCI.OB) today announced that its Board of Directors appointed CEO
  Anthony Wedo, 42, to assume the additional role of Chairman. Ramin Kamfar,
  Chairman, resigned from the Company and from his seat on the Company's Board of
  Directors, effective April 1, 2002, to pursue other business interests. In
  connection with his departure from the Company, New World paid Mr. Kamfar
  $1,445,000.
  
       Mr. Kamfar, 38, had served as a director since founding New World in 1993
  and as Chairman since December 1998. He also served as CEO from May 1996 until
  August 2001. "The Board wishes to thank Mr. Kamfar for his years of dedicated
  service in building the Company," Mr. Wedo commented. "We wish him well in his
  new endeavors."
  
       "We recruited Mr. Wedo in August 2001 to engineer the consolidation of New
  World and Einstein/Noah, as well as lead the turnaround of Einstein/Noah. His
  appointment to the additional position of Chairman is the next step in this
  process and underscores the Board's commitment to enhance shareholder value,"
  said Director William Nimmo, Chairman of New World's Compensation Committee and
  a Partner in Halpern, Denny & Co., the Company's largest shareholder. "With
  nearly 20 years of senior level experience in the foodservice industry, handling
  both rapid growth and turnaround situations, Tony is eminently qualified to lead
  New World and build upon its position as a leader in the `quick-casual' sandwich
  industry."
  
       New World's Board also announced that it has terminated, with cause, Jerold
  Novack, Executive Vice President and Chief Financial Officer, effective April 2,
  2002. Mr. Novack, 45, joined New World as Vice President of Finance in June 1994
  and was appointed CFO in January 1999. Mr. Wedo noted that a search for a new
  CFO has begun.
  
       The Company has filed a Form 12b-25 extending until April 16, the time to
  file its Form 10-K for the fiscal year ended January 1, 2002, in order to
  complete its annual audit. According to preliminary, unaudited figures, the
  Company expects to report EBITDA of $10.5 million for the fourth quarter of
  2001.
  
       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 April 1, 2002, the
  Company's retail system consisted of 457 company-owned stores and 293 franchised
  and licensed stores. The Company also operates three dough production facilities
  and one coffee roasting plant.
  
       New World plans to hold a conference call within the next week to discuss
  the latest developments. Details on the call will follow this week.
                                       *****
  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
  
                                         4
  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 Einstein/Noah--Stacie Lange, (303) 568-8126.
  Financial media/investors: Bill Parness, Parness & Associates, (732) 290-0121;
  parnespr@optonline.net
  ----------------------
  
                                         5