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 20, 2004
                                                           ------------

                                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









<PAGE>



Item 7. Financial Statements and Exhibits

(a)  Financial Statements. None

(b)  Pro Forma Financial Information. None

(c)  Exhibits.

99.1 Press Release dated May 20, 2004.

Item 9. Regulation FD Disclosure

On May 20, 2004, CBRL Group,  Inc. issued the press release that is furnished as
Exhibit  99.1 to this  Current  Report on Form 8-K,  which by this  reference is
incorporated  herein  as if copied  verbatim,  with  respect  to  certain  third
quarter-end  financial and other  information.  CBRL Group,  Inc. also disclosed
information on current sales trends for the fourth quarter of fiscal 2004.

Item 12. Results of Operations and Financial Condition

The  information  set  forth  in Item 9 above  is  incorporated  herein  by this
reference.

<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 20, 2004                CBRL GROUP, INC.


                                    By:/s/ James F.Blackstock
                                       -----------------------------------------
                                    Name: James F. Blackstock
                                    Title: Senior Vice President, General
                                            Counsel and Secretary
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{"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": "04820313"}, "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 20, 2004
                                                           ------------

                                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
Item 7. Financial Statements and Exhibits

(a)  Financial Statements. None

(b)  Pro Forma Financial Information. None

(c)  Exhibits.

99.1 Press Release dated May 20, 2004.

Item 9. Regulation FD Disclosure

On May 20, 2004, CBRL Group,  Inc. issued the press release that is furnished as
Exhibit  99.1 to this  Current  Report on Form 8-K,  which by this  reference is
incorporated  herein  as if copied  verbatim,  with  respect  to  certain  third
quarter-end  financial and other  information.  CBRL Group,  Inc. also disclosed
information on current sales trends for the fourth quarter of fiscal 2004.

Item 12. Results of Operations and Financial Condition

The  information  set  forth  in Item 9 above  is  incorporated  herein  by this
reference.
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 20, 2004                CBRL GROUP, INC.

                                    By:/s/ James F.Blackstock
                                       -----------------------------------------
                                    Name: James F. Blackstock
                                    Title: Senior Vice President, General
                                            Counsel and Secretary