================================================================================

                                  UNITED STATES
                       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): May 19, 2005
                                                           ------------

                                CBRL GROUP, INC.


         Tennessee                     0-25225                   62-1749513
         ---------                     -------                   ----------
(State or Other Jurisdiction   (Commission File Number)       (I.R.S. Employer
      of Incorporation)                                      Identification No.)

                  305 Hartmann Drive, Lebanon, Tennessee 37087

                                 (615) 444-5533


Check the appropriate  box if the Form 8-K filing is intended to  simultaneously
satisfy  the filing  obligation  of the  registrant  under any of the  following
provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)

[ ] Soliciting material  pursuant to Rule 14a-12  under the Exchange Act (17 CFR
240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR.13e-4(c))

================================================================================

<PAGE>


Item 2.02.  Results of Operations and Financial Condition.

     On May 19, 2005, CBRL Group,  Inc. (the "Company") issued the press release
that is  furnished as Exhibit 99 to this  Current  Report on Form 8-K,  which by
this reference is  incorporated  herein as if copied  verbatim,  with respect to
third quarter results,  earnings guidance for the fourth fiscal quarter of 2005,
other   information  and  the  conference  call  to  be  held  to  discuss  this
information.


Item 7.01.  Regulation FD Disclosure.

     The  information  set forth in Item 2.02 above is incorporated by reference
as if fully set forth herein.


Item 9.01.  Financial Statements and Exhibits.

(a) Financial Statements. None

(b) Pro Forma Financial Information. None

(c) Exhibits.

    99       Press Release issued by CBRL Group, Inc. dated May 19, 2005.


<PAGE>


                                    SIGNATURE

     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.

Dated:  May 19, 2005                    CBRL GROUP, INC.


                                         By: /s/ N.B. Forrest Shoaf
                                            ------------------------------------
                                         Name:  N.B. Forrest Shoaf
                                         Title: Senior Vice President, Secretary
                                                and General Counsel
[{"type": "8-K", "sequence": "1", "filename": "form8k.txt", "description": "FORM 8-K", "secsgml_size_bytes": 3322}]
{"company-data": {"conformed-name": "CBRL GROUP INC", "cik": "0001067294", "assigned-sic": "5812", "irs-number": "621749513", "state-of-incorporation": "TN", "fiscal-year-end": "0731"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-25225", "film-number": "05843333"}, "business-address": {"street1": "PO BOX 787", "city": "LEBANON", "state": "TN", "zip": "370880787", "phone": "6154439217"}, "mail-address": {"street1": "PO BOX 787", "city": "LEBANON", "state": "TN", "zip": "37087"}}
================================================================================

                                  UNITED STATES
                       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): May 19, 2005
                                                           ------------

                                CBRL GROUP, INC.

         Tennessee                     0-25225                   62-1749513
         ---------                     -------                   ----------
(State or Other Jurisdiction   (Commission File Number)       (I.R.S. Employer
      of Incorporation)                                      Identification No.)

                  305 Hartmann Drive, Lebanon, Tennessee 37087

                                 (615) 444-5533

Check the appropriate  box if the Form 8-K filing is intended to  simultaneously
satisfy  the filing  obligation  of the  registrant  under any of the  following
provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)

[ ] Soliciting material  pursuant to Rule 14a-12  under the Exchange Act (17 CFR
240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR.13e-4(c))

================================================================================
Item 2.02.  Results of Operations and Financial Condition.

     On May 19, 2005, CBRL Group,  Inc. (the "Company") issued the press release
that is  furnished as Exhibit 99 to this  Current  Report on Form 8-K,  which by
this reference is  incorporated  herein as if copied  verbatim,  with respect to
third quarter results,  earnings guidance for the fourth fiscal quarter of 2005,
other   information  and  the  conference  call  to  be  held  to  discuss  this
information.

Item 7.01.  Regulation FD Disclosure.

     The  information  set forth in Item 2.02 above is incorporated by reference
as if fully set forth herein.

Item 9.01.  Financial Statements and Exhibits.

(a) Financial Statements. None

(b) Pro Forma Financial Information. None

(c) Exhibits.

    99       Press Release issued by CBRL Group, Inc. dated May 19, 2005.
SIGNATURE

     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.

Dated:  May 19, 2005                    CBRL GROUP, INC.

                                         By: /s/ N.B. Forrest Shoaf
                                            ------------------------------------
                                         Name:  N.B. Forrest Shoaf
                                         Title: Senior Vice President, Secretary
                                                and General Counsel