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 16, 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
  unaudited financial results for the second quarter and first half of fiscal 2003
  for the Company. Reference is also made to the New World Restaurant Group, Inc.
  press release attached hereto as Exhibit 99.2, and incorporated by reference
  herein, relating to the clarification of a statement concerning the previously
  disclosed equity restructuring agreement in the press release attached hereto as
  Exhibit 99.1.
  
  
  ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
  
  (c)  EXHIBITS.
  
  EXHIBIT        DESCRIPTION
  
  99.1           Press Release issued August 16, 2003.
  
  99.2           Press Release issued August 19, 2003.
  
  
                                         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:  August 20, 2003
  
  
                                         3
  
  <PAGE>
  
  
                                                                      Exhibit 99.1
  
  
                NEW WORLD REPORTS RESULTS FOR SECOND QUARTER OF 2003
  
          HAMILTON, N.J. (8/16/03)--New World Restaurant Group, Inc. (Pink Sheets:
  NWCI.PK) announced unaudited financial results for the second quarter and first
  half of fiscal 2003.
  
          Total revenues decreased 3.8% to $97.7 million for the three months
  ended July 1, 2003, from $101.6 million for the same period in 2002. The company
  had a $2.4 million operating loss for the 2003 period, compared with income of
  $2.5 million a year ago. Overall, New World reported a $13.1 million net loss
  for the second quarter, compared to a loss of $84,000 for the same period of
  2002. After deducting dividends and accretion on preferred stock, both of which
  are non-cash charges, the net loss available to common shareholders was $22.9
  million, or $0.21 per share. This compared to a net loss of $6.9 million, or
  $0.09 per share, reported for the second quarter in 2002.
  
          Results for the 2003 period do not reflect the benefits of the company's
  recently announced restructuring of its debt and equity. In late June, New World
  completed the recapitalization of its equity structure and in early July
  completed an offering of $160 million of 13% senior secured notes due 2008.
  Proceeds from that offering, together with cash on hand, were used to refinance
  existing indebtedness, including senior secured increasing rate notes that had
  matured on June 15, 2003. On an annualized basis, the refinancing will decrease
  New World's cash interest payments by nearly $6.0 million to $20.8 million from
  $26.4 million.
  
          For the first six months of 2003, total revenues declined 3.1% to $193.0
  million from $199.2 million in the corresponding 2002 period. New World's
  operating loss for the 2003 period was $2.7 million, compared with income of
  $1.0 million a year earlier. The net loss for the first six months of 2003 was
  $20.9 million, an improvement of $6.6 million compared to the loss of $27.5
  million in the same period the previous year. After deducting dividends and
  accretion on preferred stock, the net loss available to common shareholders was
  $35.3 million, or $0.34 per share, for the first six months of 2003, down from
  $41.0 million, or $0.53 per share, a year ago.
  
          EBITDA (earnings before interest, taxes, depreciation and amortization,
  integration/reorganization provisions, other income, cumulative change in fair
  value of derivatives, and other income) declined to $4.7 million during the
  second quarter of 2003 from $10.8 million a year ago. For the first six months,
  EBITDA was $11.6 million, down from $15.4 million in the 2002 period. Adjusted
  EBITDA (which also excludes certain legal, financing and advisory fees;
  acquisition and integration expenses; certain corporate expenses; certain other
  charges; and unauthorized bonuses and certain compensation expense recorded
  during the first quarter of 2002) was $8.2 million in the three months ended
  July 1, 2003, compared with $12.7 million a year ago, and declined to $16.9
  million from $24.6 million in the respective six-month periods. (See tables at
  end of this press release for EBITDA reconciliations.)
  
  
                                         4
  
  <PAGE>
  
  
          EBITDA is not intended to represent cash flow from operations in
  accordance with GAAP and should not be used as an alternative to net income as
  an indicator of operating performance or to cash flow as a measure of liquidity.
  Rather, EBITDA is a basis upon which to assess financial performance. While
  EBITDA is frequently used as a measure of operations and the ability to meet
  debt service requirements, it is not necessarily comparable to other similarly
  titled measures of other companies due to the potential inconsistencies in the
  method of calculation.
  
          Retail sales from company-owned Einstein Bros and Noah's New York Bagel
  locations declined to $90.9 million during the three months ended July 1, 2003
  from $94.4 million a year earlier, reflecting a 3.6% decrease in comparable
  store sales. Year-to-date retail sales were $179.3 million, compared to $184.6
  million in the first half of 2002. Comparable store sales were down 2.2% for the
  half.
  
          The company attributed the comparable-store decrease primarily to the
  effects of the long period without major advertising from late 2002 through
  April 2003. "Our efforts to conserve cash prior to the completion of the
  refinancing led us to trim ad spending for the first six months of 2003 below
  our budgeted figure, as well as to shift the media mix away from our highly
  successful TV campaign of 2002," said Anthony Wedo, New World chairman and CEO.
  "The pressures related to our all-encompassing efforts to rationalize our
  financial structure caused us to put limited and inconsistent effort against our
  marketing activities. With our liquidity issues resolved, we look forward to
  accelerating our media spending during the second half of this year back to at
  least budgeted levels while returning to our TV driven advertising campaign."
  
          Manufacturing revenues, which are derived from sales of products to
  franchisees, licensees and other third parties, decreased slightly to $5.8
  million during the second quarter from $5.9 million a year earlier, and declined
  to $11.2 million from $12.0 million in the corresponding six-month periods. The
  company attributed the decline primarily to the effects of ongoing efforts to
  eliminate under-performing franchisees, lower comparable store sales in the
  franchise network, and price reductions ensuing from New World's decision to
  pass on savings resulting from its consolidation of manufacturing facilities.
  
          Franchise-related revenues decreased to $1.1 million during the second
  quarter from $1.3 million in the comparable 2002 period, and declined to $2.5
  million from $2.6 million in the respective six-month periods.
  
          In addition to the reduction in revenues, operating results for the 2003
  periods were adversely affected by costs associated with a transition in menu
  item mix and controllable expenses in the company-owned Einstein and Noah's
  locations, and the inability to leverage sales against those costs. Elaborating
  on those cost increases, Wedo said, "New product initiatives play an important
  role in our continuing efforts to focus our core brands growth on the lunch
  day-part. Typically, new product launches initially entail significantly more
  waste, as the main focus must be to insure ample product availability and
  freshness while having no historical demand for production planning.
  Additionally, lunch products require more costly packaging than breakfast items.
  Concurrently, the learning curve associated with new product introductions cuts
  into productivity of store-level employees."
  
  
                                         5
  
  
  <PAGE>
  
          Results for the second quarter were additionally impacted by significant
  legal, financing and advisory fees related to the company's recapitalization and
  refinancing. Those items, which are included in SG&A costs, amounted to $1.1
  million in this year's second quarter, compared with $0.4 million in the 2002
  period.
  
          "As we previously stated, the recapitalization and refinancing was a
  watershed event for New World," said Wedo. "These measures provide New World
  with a far more rational capital structure that will allow our management team
  to, at long last, fully focus on our plans to strengthen our existing
  company-owned and franchised operations while growing our Einstein's brand."
  
          In addition to ramping up advertising campaigns, Wedo said that
  management will seek to improve operating results during the second half of 2003
  through efforts designed to cut waste on recently introduced menu items and
  reduce packaging costs associated with lunch products. Store operating margins
  are also expected to get a lift during the second half as Einstein and Noah
  reintroduce seasonal favorites like the Autumn Harvest offering of specialized
  soups, muffins and bagels, as well as holiday gift baskets. "The company now has
  several years of experience with these lines, therefore you tend to avoid the
  waste and inefficiency that can come from new product offerings," Wedo
  explained. "We also look for continued growth from the lunch menu's Panini
  sandwiches and improved salads, both of which enjoyed solid sales during their
  rollouts without the benefit of national advertising."
  
          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 1, 2003, the company's retail system consisted of 462
  company-operated locations, as well as 249 franchised, and 28 licensed locations
  in 33 states. The company also operates dough production and coffee roasting
  facilities.
  
                                        ####
  
          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.
  
  
  
                                          6
  
  <PAGE>
  
                                        #####
  
  CONTACTS: Media/Investors: Bill Parness, (732) 290-0121, or Marty Gitlin,
  (914) 528-7702; parnespr@optonline.net
  
  
                                 (TABLES TO FOLLOW)
  
  
  
                                         7
  
  <PAGE>
  
  
                          NEW WORLD RESTAURANT GROUP, INC.
                             CONSOLIDATED BALANCE SHEETS
                      AS OF JULY 1, 2003 AND DECEMBER 31, 2002
                      (in thousands, except share information)
  
  
                                                                      December 31,
                                                       July 1, 2003      2002
                                                       ------------   -----------
                                                        (Unaudited)
  
  ASSETS
  Current Assets:
     Cash and cash equivalents .....................    $   9,367     $  10,705
     Franchise and other receivables, net ..........        5,310         5,775
     Current maturities of notes receivables .......           86           194
     Inventories ...................................        4,871         5,005
     Prepaid expenses and other current assets .....        9,526         3,180
                                                        ---------     ---------
          Total current assets .....................       29,160        24,859
  
  Property, plant and equipment, net ...............       74,364        81,254
  Trademarks and other intangibles, net ............       94,221        98,134
  Goodwill, net ....................................        4,875         4,875
  Debt issuance costs and other assets .............        2,184         1,526
                                                        ---------     ---------
          Total Assets .............................    $ 204,804     $ 210,648
                                                        =========     =========
  
  LIABILITIES AND STOCKHOLDERS' DEFICIT
  Current Liabilities:
     Accounts payable ..............................    $   9,886     $   7,650
     Accrued expenses ..............................       38,084        30,988
     Short term debt and current portion of
        long-term debt .............................      154,246       150,872
     Current portion of obligations under
        capital leases .............................          101           100
                                                        ---------     ---------
          Total current liabilities ................      202,317       189,610
  
  
  
                                         8
  
  <PAGE>
  
  <TABLE>
  <CAPTION>
  
                                                                      December 31,
                                                       July 1, 2003      2002
                                                       ------------   -----------
                                                        (Unaudited)
  
  <S>                                                      <C>           <C>
  Senior notes and other long-term debt ............       10,998        11,011
  Obligations under capital leases..................          157           360
  Derivative liability..............................        2,026         2,847
  Other liabilities.................................       10,535        10,560
                                                        ---------     ---------
        Total liabilities...........................      226,033       214,388
  
  Series F Preferred Stock, $.001 par value;
    116,000 shares authorized; 78,255 and
    78,255 shares issued and outstanding............       99,356        84,932
  
  Stockholders' deficit:
  Common stock, $.001 par value; 150,000,000
    shares authorized; 51,016,857 and
    51,016,857 shares issued and outstanding........           51            51
  Additional Paid-In capital........................       89,975        86,607
  Accumulated deficit...............................     (210,611)     (175,330)
                                                        ---------     ---------
        Total stockholders' deficit.................     (120,585)      (88,672)
                                                        ---------     ---------
  Total Liabilities and Stockholders' Deficit.......    $ 204,804     $ 210,648
                                                        =========     =========
  </TABLE>
  
  
                                         9
  
  <PAGE>
  
  <TABLE>
  
                          NEW WORLD RESTAURANT GROUP, INC.
                        CONSOLIDATED STATEMENTS OF OPERATIONS
             FOR THE SECOND QUARTER ENDED JULY 1, 2003 AND JULY 2, 2002
            AND YEAR TO DATE PERIODS ENDED JULY 1, 2003 AND JULY 2, 2002
                                     (UNAUDITED)
       (in thousands, except earnings per share and related share information)
  
  
                                                      Second Quarter Ended               Year to Date Ended
                                                   ---------------------------       ---------------------------
                                                   July 1, 2003   July 2, 2002       July 1, 2003   July 2, 2002
                                                   ------------   ------------       ------------   ------------
  <S>                                              <C>             <C>               <C>            <C>
  
  Revenues:
     Retail sales............................      $    90,878     $   94,384        $   179,328    $  184,568
     Manufacturing revenues..................            5,754          5,870             11,178        12,010
     Franchise related revenues..............            1,117          1,324              2,454         2,647
                                                   ------------    -----------       ------------    ----------
  Total revenues..........................              97,749        101,578            192,960       199,225
  Cost of sales...........................              83,639         81,461            162,676       161,131
  General and administrative expenses.....               9,432          9,354             18,644        22,645
  Depreciation and amortization...........               7,092          8,907             14,297        14,995
  Provision (income) for integration
     and reorganization cost..............                   -           (656)                 -          (552)
                                                   ------------    -----------       ------------    ----------
  Income (loss) from operations...........              (2,414)         2,512             (2,657)        1,006
  Interest expense, net...................              (9,975)       (12,274)           (18,271)      (24,604)
  Cumulative change in the fair value
     of derivatives (expense).............                (727)         9,777                (70)       (3,858)
  Loss from extinguishment of
     Greenlight obligation................                   -              -                  -             -
  Permanent impairment in the value
     of investment in debt securities.....                   -              -                  -             -
  Other income............................                 321             53                570           104
                                                   ------------    -----------       ------------    ----------
  Income (loss) before income taxes ......             (12,795)            68            (20,427)      (27,352)
  
  </TABLE>
  
                                         10
  <PAGE>
  
  <TABLE>
  
                                                      Second Quarter Ended               Year to Date Ended
                                                   ---------------------------       ---------------------------
                                                   July 1, 2003   July 2, 2002       July 1, 2003   July 2, 2002
                                                   ------------   ------------       ------------   ------------
  <S>                                              <C>             <C>               <C>            <C>
  
  Provision (benefit) for income
     taxes ...............................                 320            152                430            152
                                                   ------------    -----------       ------------    -----------
  Net loss................................             (13,115)           (84)           (20,857)       (27,504)
  Dividends and accretion on
     preferred stock......................              (9,821)        (6,817)           (14,424)       (13,529)
  
  Net loss available to common
     stockholders.........................         $   (22,936)    $   (6,901)       $   (35,281)    $  (41,033)
                                                   ============    ===========       ============    ===========
  Net loss per common share - Basic
     and Diluted..........................         $     (0.21)    $    (0.09)       $     (0.34)    $    (0.53)
                                                   ============    ===========       ============    ===========
  Weighted average number of common
     shares outstanding:  Basic and
     Diluted..............................         107,842,599     79,202,076        104,304,782     77,560,135
                                                   ============    ===========       ============    ===========
  </TABLE>
  
  
                                         11
  <PAGE>
  
  
  <TABLE>
                              SUPPLEMENTAL INFORMATION
                        RECONCILIATION OF NET LOSS TO EBITDA
  
                                            Second Quarter Ended           Year to Date Ended
                                       ---------------------------   ----------------------------
                                       July 1, 2003   July 2, 2002   July 1, 2003    July 2, 2002
                                       ------------   ------------   ------------    ------------
  
  <S>                                   <C>            <C>            <C>             <C>
  
  Net loss ........................     $ (13,115)     $    (84)      $ (20,857)      $ (27,504)
  Plus :
     Provision for income taxes ...           320           152             430             152
     Other income .................          (321)          (53)           (571)           (104)
     Cumulative change in the fair
        value of derivatives (expense)        727        (9,777)             70           3,858
     Interest expense, net ........         9,975        12,274          18,271          24,604
     Provision (income) for
        integration and reorganization
        cost .......................            -          (656)              -            (552)
     Depreciation and amortization.         7,092         8,907          14,297          14,995
                                         ---------     ---------      ----------      ----------
  
  EBITDA ..........................      $  4,678      $ 10,763       $  11,640       $  15,449
  
  </TABLE>
  
                                         12
  
  <PAGE>
  
  <TABLE>
  
  
                            RECONCILIATION OF EBITDA TO ADJUSTED EBITDA
  
  
                                           Second Quarter Ended           Year to Date Ended
                                       ---------------------------   ---------------------------
                                       July 1, 2003   July 2, 2002   July 1, 2003   July 2, 2002
                                       ------------   ------------   ------------   ------------
  
  <S>                                   <C>           <C>             <C>            <C>
  EBITDA..............................  $   4,678     $  10,763       $  11,640      $  15,449
  
  Plus :
     Certain legal, financing and
       advisory fees ...................    1,115           422           1,827          2,302
     Acquisition and integration
       expenses ........................      132           821             431          1,766
     Certain corporate expenses ......        430           510             769            904
     Unauthorized Bonuses ............          -             -               -          2,618
     Certain compensation expense ....          -             -               -            868
     Certain other charges ...........      1,828           159           2,203            663
                                        ---------     ---------       ---------      ---------
  
  Adjusted EBITDA.....................  $   8,183     $  12,675       $  16,870      $  24,570
                                        =========     =========       =========      =========
  </TABLE>
  
                                         13
  
  
  <PAGE>
  
                                                                      Exhibit 99.2
  
  
  
                  NEW WORLD CLARIFIES STATEMENT IN SECOND QUARTER PRESS RELEASE
  
          HAMILTON, N.J. (8/19/03)--New World Restaurant Group, Inc. (Pink Sheets:
  NWCI.PK) today clarified a statement regarding its previously disclosed equity
  restructuring agreement that was included in the August 16th press release
  announcing unaudited financial results for the second quarter and first half of
  fiscal 2003.
  
          The equity restructuring agreement, originally announced on June 27,
  2003, has been approved by New World's Board of Directors and all of the holders
  of New World's Series F preferred stock, but consummation is subject to
  stockholder approval and other customary conditions. As correctly stated in the
  August 16th release, the company completed the refinancing of its debt, after
  closing on July 8 on an offering of $160 million of 13% senior secured notes due
  2008.
  
          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 1, 2003, the company's retail system consisted of 462
  company-operated locations, as well as 249 franchised, and 28 licensed locations
  in 33 states. The company also operates dough production and coffee roasting
  facilities.
  
                                        ####
  
  CONTACTS: Media/Investors: Bill Parness, (732) 290-0121, or Marty Gitlin,
  (914) 528-7702; parnespr@optonline.net
  
  
                                         14
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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 16, 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
  unaudited financial results for the second quarter and first half of fiscal 2003
  for the Company. Reference is also made to the New World Restaurant Group, Inc.
  press release attached hereto as Exhibit 99.2, and incorporated by reference
  herein, relating to the clarification of a statement concerning the previously
  disclosed equity restructuring agreement in the press release attached hereto as
  Exhibit 99.1.
  
  ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
  
  (c)  EXHIBITS.
  
  EXHIBIT        DESCRIPTION
  
  99.1           Press Release issued August 16, 2003.
  
  99.2           Press Release issued August 19, 2003.
  
                                         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:  August 20, 2003
  
                                         3
  Exhibit 99.1
  
                NEW WORLD REPORTS RESULTS FOR SECOND QUARTER OF 2003
  
          HAMILTON, N.J. (8/16/03)--New World Restaurant Group, Inc. (Pink Sheets:
  NWCI.PK) announced unaudited financial results for the second quarter and first
  half of fiscal 2003.
  
          Total revenues decreased 3.8% to $97.7 million for the three months
  ended July 1, 2003, from $101.6 million for the same period in 2002. The company
  had a $2.4 million operating loss for the 2003 period, compared with income of
  $2.5 million a year ago. Overall, New World reported a $13.1 million net loss
  for the second quarter, compared to a loss of $84,000 for the same period of
  2002. After deducting dividends and accretion on preferred stock, both of which
  are non-cash charges, the net loss available to common shareholders was $22.9
  million, or $0.21 per share. This compared to a net loss of $6.9 million, or
  $0.09 per share, reported for the second quarter in 2002.
  
          Results for the 2003 period do not reflect the benefits of the company's
  recently announced restructuring of its debt and equity. In late June, New World
  completed the recapitalization of its equity structure and in early July
  completed an offering of $160 million of 13% senior secured notes due 2008.
  Proceeds from that offering, together with cash on hand, were used to refinance
  existing indebtedness, including senior secured increasing rate notes that had
  matured on June 15, 2003. On an annualized basis, the refinancing will decrease
  New World's cash interest payments by nearly $6.0 million to $20.8 million from
  $26.4 million.
  
          For the first six months of 2003, total revenues declined 3.1% to $193.0
  million from $199.2 million in the corresponding 2002 period. New World's
  operating loss for the 2003 period was $2.7 million, compared with income of
  $1.0 million a year earlier. The net loss for the first six months of 2003 was
  $20.9 million, an improvement of $6.6 million compared to the loss of $27.5
  million in the same period the previous year. After deducting dividends and
  accretion on preferred stock, the net loss available to common shareholders was
  $35.3 million, or $0.34 per share, for the first six months of 2003, down from
  $41.0 million, or $0.53 per share, a year ago.
  
          EBITDA (earnings before interest, taxes, depreciation and amortization,
  integration/reorganization provisions, other income, cumulative change in fair
  value of derivatives, and other income) declined to $4.7 million during the
  second quarter of 2003 from $10.8 million a year ago. For the first six months,
  EBITDA was $11.6 million, down from $15.4 million in the 2002 period. Adjusted
  EBITDA (which also excludes certain legal, financing and advisory fees;
  acquisition and integration expenses; certain corporate expenses; certain other
  charges; and unauthorized bonuses and certain compensation expense recorded
  during the first quarter of 2002) was $8.2 million in the three months ended
  July 1, 2003, compared with $12.7 million a year ago, and declined to $16.9
  million from $24.6 million in the respective six-month periods. (See tables at
  end of this press release for EBITDA reconciliations.)
  
                                         4
  EBITDA is not intended to represent cash flow from operations in
  accordance with GAAP and should not be used as an alternative to net income as
  an indicator of operating performance or to cash flow as a measure of liquidity.
  Rather, EBITDA is a basis upon which to assess financial performance. While
  EBITDA is frequently used as a measure of operations and the ability to meet
  debt service requirements, it is not necessarily comparable to other similarly
  titled measures of other companies due to the potential inconsistencies in the
  method of calculation.
  
          Retail sales from company-owned Einstein Bros and Noah's New York Bagel
  locations declined to $90.9 million during the three months ended July 1, 2003
  from $94.4 million a year earlier, reflecting a 3.6% decrease in comparable
  store sales. Year-to-date retail sales were $179.3 million, compared to $184.6
  million in the first half of 2002. Comparable store sales were down 2.2% for the
  half.
  
          The company attributed the comparable-store decrease primarily to the
  effects of the long period without major advertising from late 2002 through
  April 2003. "Our efforts to conserve cash prior to the completion of the
  refinancing led us to trim ad spending for the first six months of 2003 below
  our budgeted figure, as well as to shift the media mix away from our highly
  successful TV campaign of 2002," said Anthony Wedo, New World chairman and CEO.
  "The pressures related to our all-encompassing efforts to rationalize our
  financial structure caused us to put limited and inconsistent effort against our
  marketing activities. With our liquidity issues resolved, we look forward to
  accelerating our media spending during the second half of this year back to at
  least budgeted levels while returning to our TV driven advertising campaign."
  
          Manufacturing revenues, which are derived from sales of products to
  franchisees, licensees and other third parties, decreased slightly to $5.8
  million during the second quarter from $5.9 million a year earlier, and declined
  to $11.2 million from $12.0 million in the corresponding six-month periods. The
  company attributed the decline primarily to the effects of ongoing efforts to
  eliminate under-performing franchisees, lower comparable store sales in the
  franchise network, and price reductions ensuing from New World's decision to
  pass on savings resulting from its consolidation of manufacturing facilities.
  
          Franchise-related revenues decreased to $1.1 million during the second
  quarter from $1.3 million in the comparable 2002 period, and declined to $2.5
  million from $2.6 million in the respective six-month periods.
  
          In addition to the reduction in revenues, operating results for the 2003
  periods were adversely affected by costs associated with a transition in menu
  item mix and controllable expenses in the company-owned Einstein and Noah's
  locations, and the inability to leverage sales against those costs. Elaborating
  on those cost increases, Wedo said, "New product initiatives play an important
  role in our continuing efforts to focus our core brands growth on the lunch
  day-part. Typically, new product launches initially entail significantly more
  waste, as the main focus must be to insure ample product availability and
  freshness while having no historical demand for production planning.
  Additionally, lunch products require more costly packaging than breakfast items.
  Concurrently, the learning curve associated with new product introductions cuts
  into productivity of store-level employees."
  
                                         5
  Results for the second quarter were additionally impacted by significant
  legal, financing and advisory fees related to the company's recapitalization and
  refinancing. Those items, which are included in SG&A costs, amounted to $1.1
  million in this year's second quarter, compared with $0.4 million in the 2002
  period.
  
          "As we previously stated, the recapitalization and refinancing was a
  watershed event for New World," said Wedo. "These measures provide New World
  with a far more rational capital structure that will allow our management team
  to, at long last, fully focus on our plans to strengthen our existing
  company-owned and franchised operations while growing our Einstein's brand."
  
          In addition to ramping up advertising campaigns, Wedo said that
  management will seek to improve operating results during the second half of 2003
  through efforts designed to cut waste on recently introduced menu items and
  reduce packaging costs associated with lunch products. Store operating margins
  are also expected to get a lift during the second half as Einstein and Noah
  reintroduce seasonal favorites like the Autumn Harvest offering of specialized
  soups, muffins and bagels, as well as holiday gift baskets. "The company now has
  several years of experience with these lines, therefore you tend to avoid the
  waste and inefficiency that can come from new product offerings," Wedo
  explained. "We also look for continued growth from the lunch menu's Panini
  sandwiches and improved salads, both of which enjoyed solid sales during their
  rollouts without the benefit of national advertising."
  
          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 1, 2003, the company's retail system consisted of 462
  company-operated locations, as well as 249 franchised, and 28 licensed locations
  in 33 states. The company also operates dough production and coffee roasting
  facilities.
  
                                        ####
  
          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.
  
                                          6
  #####
  
  CONTACTS: Media/Investors: Bill Parness, (732) 290-0121, or Marty Gitlin,
  (914) 528-7702; parnespr@optonline.net
  
                                 (TABLES TO FOLLOW)
  
                                         7
  NEW WORLD RESTAURANT GROUP, INC.
                             CONSOLIDATED BALANCE SHEETS
                      AS OF JULY 1, 2003 AND DECEMBER 31, 2002
                      (in thousands, except share information)
  
                                                                      December 31,
                                                       July 1, 2003      2002
                                                       ------------   -----------
                                                        (Unaudited)
  
  ASSETS
  Current Assets:
     Cash and cash equivalents .....................    $   9,367     $  10,705
     Franchise and other receivables, net ..........        5,310         5,775
     Current maturities of notes receivables .......           86           194
     Inventories ...................................        4,871         5,005
     Prepaid expenses and other current assets .....        9,526         3,180
                                                        ---------     ---------
          Total current assets .....................       29,160        24,859
  
  Property, plant and equipment, net ...............       74,364        81,254
  Trademarks and other intangibles, net ............       94,221        98,134
  Goodwill, net ....................................        4,875         4,875
  Debt issuance costs and other assets .............        2,184         1,526
                                                        ---------     ---------
          Total Assets .............................    $ 204,804     $ 210,648
                                                        =========     =========
  
  LIABILITIES AND STOCKHOLDERS' DEFICIT
  Current Liabilities:
     Accounts payable ..............................    $   9,886     $   7,650
     Accrued expenses ..............................       38,084        30,988
     Short term debt and current portion of
        long-term debt .............................      154,246       150,872
     Current portion of obligations under
        capital leases .............................          101           100
                                                        ---------     ---------
          Total current liabilities ................      202,317       189,610
  
                                         8
  December 31,
                                                       July 1, 2003      2002
                                                       ------------   -----------
                                                        (Unaudited)
  Senior notes and other long-term debt ............       10,998        11,011
  Obligations under capital leases..................          157           360
  Derivative liability..............................        2,026         2,847
  Other liabilities.................................       10,535        10,560
                                                        ---------     ---------
        Total liabilities...........................      226,033       214,388
  
  Series F Preferred Stock, $.001 par value;
    116,000 shares authorized; 78,255 and
    78,255 shares issued and outstanding............       99,356        84,932
  
  Stockholders' deficit:
  Common stock, $.001 par value; 150,000,000
    shares authorized; 51,016,857 and
    51,016,857 shares issued and outstanding........           51            51
  Additional Paid-In capital........................       89,975        86,607
  Accumulated deficit...............................     (210,611)     (175,330)
                                                        ---------     ---------
        Total stockholders' deficit.................     (120,585)      (88,672)
                                                        ---------     ---------
  Total Liabilities and Stockholders' Deficit.......    $ 204,804     $ 210,648
                                                        =========     =========
  9
  NEW WORLD RESTAURANT GROUP, INC.
                        CONSOLIDATED STATEMENTS OF OPERATIONS
             FOR THE SECOND QUARTER ENDED JULY 1, 2003 AND JULY 2, 2002
            AND YEAR TO DATE PERIODS ENDED JULY 1, 2003 AND JULY 2, 2002
                                     (UNAUDITED)
       (in thousands, except earnings per share and related share information)
  
                                                      Second Quarter Ended               Year to Date Ended
                                                   ---------------------------       ---------------------------
                                                   July 1, 2003   July 2, 2002       July 1, 2003   July 2, 2002
                                                   ------------   ------------       ------------   ------------
  Revenues:
     Retail sales............................      $    90,878     $   94,384        $   179,328    $  184,568
     Manufacturing revenues..................            5,754          5,870             11,178        12,010
     Franchise related revenues..............            1,117          1,324              2,454         2,647
                                                   ------------    -----------       ------------    ----------
  Total revenues..........................              97,749        101,578            192,960       199,225
  Cost of sales...........................              83,639         81,461            162,676       161,131
  General and administrative expenses.....               9,432          9,354             18,644        22,645
  Depreciation and amortization...........               7,092          8,907             14,297        14,995
  Provision (income) for integration
     and reorganization cost..............                   -           (656)                 -          (552)
                                                   ------------    -----------       ------------    ----------
  Income (loss) from operations...........              (2,414)         2,512             (2,657)        1,006
  Interest expense, net...................              (9,975)       (12,274)           (18,271)      (24,604)
  Cumulative change in the fair value
     of derivatives (expense).............                (727)         9,777                (70)       (3,858)
  Loss from extinguishment of
     Greenlight obligation................                   -              -                  -             -
  Permanent impairment in the value
     of investment in debt securities.....                   -              -                  -             -
  Other income............................                 321             53                570           104
                                                   ------------    -----------       ------------    ----------
  Income (loss) before income taxes ......             (12,795)            68            (20,427)      (27,352)
  10
  Second Quarter Ended               Year to Date Ended
                                                   ---------------------------       ---------------------------
                                                   July 1, 2003   July 2, 2002       July 1, 2003   July 2, 2002
                                                   ------------   ------------       ------------   ------------
  Provision (benefit) for income
     taxes ...............................                 320            152                430            152
                                                   ------------    -----------       ------------    -----------
  Net loss................................             (13,115)           (84)           (20,857)       (27,504)
  Dividends and accretion on
     preferred stock......................              (9,821)        (6,817)           (14,424)       (13,529)
  
  Net loss available to common
     stockholders.........................         $   (22,936)    $   (6,901)       $   (35,281)    $  (41,033)
                                                   ============    ===========       ============    ===========
  Net loss per common share - Basic
     and Diluted..........................         $     (0.21)    $    (0.09)       $     (0.34)    $    (0.53)
                                                   ============    ===========       ============    ===========
  Weighted average number of common
     shares outstanding:  Basic and
     Diluted..............................         107,842,599     79,202,076        104,304,782     77,560,135
                                                   ============    ===========       ============    ===========
  11
  SUPPLEMENTAL INFORMATION
                        RECONCILIATION OF NET LOSS TO EBITDA
  
                                            Second Quarter Ended           Year to Date Ended
                                       ---------------------------   ----------------------------
                                       July 1, 2003   July 2, 2002   July 1, 2003    July 2, 2002
                                       ------------   ------------   ------------    ------------
  Net loss ........................     $ (13,115)     $    (84)      $ (20,857)      $ (27,504)
  Plus :
     Provision for income taxes ...           320           152             430             152
     Other income .................          (321)          (53)           (571)           (104)
     Cumulative change in the fair
        value of derivatives (expense)        727        (9,777)             70           3,858
     Interest expense, net ........         9,975        12,274          18,271          24,604
     Provision (income) for
        integration and reorganization
        cost .......................            -          (656)              -            (552)
     Depreciation and amortization.         7,092         8,907          14,297          14,995
                                         ---------     ---------      ----------      ----------
  
  EBITDA ..........................      $  4,678      $ 10,763       $  11,640       $  15,449
  12
  RECONCILIATION OF EBITDA TO ADJUSTED EBITDA
  
                                           Second Quarter Ended           Year to Date Ended
                                       ---------------------------   ---------------------------
                                       July 1, 2003   July 2, 2002   July 1, 2003   July 2, 2002
                                       ------------   ------------   ------------   ------------
  EBITDA..............................  $   4,678     $  10,763       $  11,640      $  15,449
  
  Plus :
     Certain legal, financing and
       advisory fees ...................    1,115           422           1,827          2,302
     Acquisition and integration
       expenses ........................      132           821             431          1,766
     Certain corporate expenses ......        430           510             769            904
     Unauthorized Bonuses ............          -             -               -          2,618
     Certain compensation expense ....          -             -               -            868
     Certain other charges ...........      1,828           159           2,203            663
                                        ---------     ---------       ---------      ---------
  
  Adjusted EBITDA.....................  $   8,183     $  12,675       $  16,870      $  24,570
                                        =========     =========       =========      =========
  13
  Exhibit 99.2
  
                  NEW WORLD CLARIFIES STATEMENT IN SECOND QUARTER PRESS RELEASE
  
          HAMILTON, N.J. (8/19/03)--New World Restaurant Group, Inc. (Pink Sheets:
  NWCI.PK) today clarified a statement regarding its previously disclosed equity
  restructuring agreement that was included in the August 16th press release
  announcing unaudited financial results for the second quarter and first half of
  fiscal 2003.
  
          The equity restructuring agreement, originally announced on June 27,
  2003, has been approved by New World's Board of Directors and all of the holders
  of New World's Series F preferred stock, but consummation is subject to
  stockholder approval and other customary conditions. As correctly stated in the
  August 16th release, the company completed the refinancing of its debt, after
  closing on July 8 on an offering of $160 million of 13% senior secured notes due
  2008.
  
          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 1, 2003, the company's retail system consisted of 462
  company-operated locations, as well as 249 franchised, and 28 licensed locations
  in 33 states. The company also operates dough production and coffee roasting
  facilities.
  
                                        ####
  
  CONTACTS: Media/Investors: Bill Parness, (732) 290-0121, or Marty Gitlin,
  (914) 528-7702; parnespr@optonline.net
  
                                         14