Lyle B. Stewart, P.C.
                            3751 South Quebec Street
                             Denver, Colorado 80237
                             Telephone: 303-267-0920
                                Fax: 303-267-0922

United States Securities and Exchange Commission           September 18, 2000
Division of Corporation Finance
450 Fifth Street, N.W.
Washington, D.C. 20459

Dear Madams and Sirs:

On behalf of my  client,  The  Quizno's  Corporation  (the  "Corporation"),  and
pursuant to Rule  101(a)(1)(i)  under  Regulation  S-T  promulgated  by the U.S.
Securities and Exchange Commission (the "Commission"),  we are filing herewith a
Registration  Statement on Form S-8,  pursuant to General  Instruction E of Form
S-8,  relating to the  Corporation's  Employee Stock Option Plan and Amended and
Restated Stock Option Plan for Directors and Advisors.

If you have any questions  about this filing,  please contact the undersigned at
the telephone or fax numbers indicated above.

Very truly yours

/s/Lyle B. Stewart


<PAGE>



As filed with the U. S. Securities and Exchange Commission on September 18, 2000
Registration No. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                        UNDER THE SECURITIES ACT OF 1933

                            The Quizno's Corporation
             (Exact name of registrant as specified in its charter)

             Colorado                                 84-1169286
   (State or other jurisdiction           (I.R.S. Employer Identification No.)
 of incorporation or organization)

1415 Larimer Street, Denver, Colorado                                  80202
(Address of Principal Executive Offices)                             (Zip Code)

                            The Quizno's Corporation
                         (1) Employee Stock 0ption Plan
                         ------------------------------
      (2) Amended and Restated Stock Option Plan for Directors and Advisors
      ---------------------------------------------------------------------
                            (Full Title of the Plan)

                             Patrick E. Meyers, Esq.
                       Vice President and General Counsel
                            The Quizno's Corporation
                               1415 Larimer Street
                             Denver, Colorado 80202
                             ----------------------
                     (Name and Address of Agent for Service)

                                 (720) 359-3300
                                 --------------
          (Telephone Number, including Area Code, of Agent for Service)

                                 with a copy to:
                              Lyle B. Stewart, Esq.
                              Lyle B. Stewart, P.C.
                              3751 S. Quebec Street
                             Denver, Colorado 80237
                                 (303) 267-0920
<TABLE>
<CAPTION>

                         CALCULATION OF REGISTRATION FEE
--------------------------------------------------------------------------------
Title of Securities to      Amount to be       Proposed maximum       Proposed maximum          Amount of
   be Registered           Registered (1)     offering price per     aggregate offering     registration fee (2)
                                                   share (2)             price (2)
----------------------     --------------     ------------------     ------------------     --------------------
<S>                        <C>                <C>                    <C>                    <C>

 Common Stock, par
value $.001 per share      100,000 shares         $6.5625                $656,250                 $174.00
----------------------     --------------     ------------------     ------------------     --------------------
</TABLE>

(1) The shares registered hereby, which have been reserved by the Registrant for
issuance under the two Plans referenced above, are in addition to 870,000 shares
registered by the Registrant  pursuant to a  Registration  Statement on Form S-8
(Reg. No.  333-942150  filed on January 7, 2000 and a Registration  Statement on
Form S-8 (Reg. No. 333-45549) filed with the Commission on February 3, 1998.
<PAGE>

(2) Estimated  solely for the purpose of calculating  the  registration  fee. In
accordance  with Rule 457(c) and (h),  the price shown is based upon the average
of the high and low price of The Quizno's  Corporation Common Stock on September
11, 2000, as reported on the Nasdaq SmallCap Market.

This Registration  Statement is being filed pursuant to General Instruction E of
Form S-8  promulgated  by the U. S.  Securities  and  Exchange  Commission  (the
"Commission")  under the  Securities  Act of 1933,  as amended.  Pursuant to the
terms of such  General  Instruction  E, the  contents of two prior  Registration
Statements  on Form S-8 of the  Registrant,  Reg.  No.  333-45549,  and Reg. No.
333-94215,  filed with the  Commission  on February 4, 1998 and January 7, 2000,
are incorporated herein by reference.

Item 5. Interest of Named Experts and Counsel.

Lyle B. Stewart, P.C, is named herein as giving the opinion required by Item (5)
of Item 601 of  Regulation  S-B.  Lyle B.  Stewart,  Esq.  is the sole owner and
employee of Lyle B.  Stewart,  P.C.  and serves as a member of the  Registrant's
Advisory Board.  As a member of the  Registrant's  Advisory  Board,  Mr. Stewart
receives a grant of options to purchase 4,000 shares of the Registrant's  common
stock at the fair market value on the grant date for each year he is a member of
the Advisory  Board.  As of  September  11,  2000,  Mr.  Stewart held options to
purchase  16,000 shares of the  Registrant's  common stock at exercise prices of
from $3.50 to $7.625 per share.

                                       1
<PAGE>


                                   SIGNATURES

Pursuant to the  requirements  of the  Securities  Act of 1933,  the  registrant
certifies  that it has  reasonable  grounds to believe  that it meets all of the
requirements  for  filing  on Form S-8 and has  duly  caused  this  Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized, in Denver, Colorado on September 18, 2000.

                                          THE QUIZNO'S CORPORATION

                                          By: /s/ Patrick E. Meyers
                                              ---------------------
                                              Patrick E. Meyers,
                                              Vice President and General Counsel

Pursuant to the  requirements of the Securities Act of 1933,  this  Registration
Statement has been signed below by the following  persons in the  capacities and
on the dates indicated.

Each person whose signature appears below in so signing also makes,  constitutes
and appoints Richard E. Schaden and Patrick E. Meyers,  and each of them, his or
her true and lawful attorney-in-fact,  with full power of substitution,  for him
in any and all capacities,  to execute and cause to be filed with the Securities
and Exchange Commission any and all amendments and post-effective  amendments to
this  Registration  Statement,  with  exhibits  thereto and other  documents  in
connection   therewith,   and  hereby   ratifies  and  confirms  all  that  said
attorney-in-fact  or his substitute or substitutes may do or cause to be done by
virtue hereof.
<TABLE>
<CAPTION>

     Signature                           Title                                    Date
--------------------     ----------------------------------------------     ------------------
<S>                      <C>                                                <C>

/s/ Richard E. Schaden   President, Chief Executive Office and Director     September 18, 2000
----------------------
Richard E. Schaden       (Principal Executive Officer)

/s/ John L. Gallivan     Chief Financial Officer and Treasurer              September 18, 2000
--------------------
John L. Gallivan         (Principal Financial and Accounting Officer)

/s/ Richard F. Schaden   Vice President, Secretary and Director             September 18, 2000
---------------------
Richard F. Schaden

____________________     Director                                           September __, 2000
Brad A. Griffin

/s/ Mark L. Bromberg     Director                                           September 18, 2000
--------------------
Mark L. Bromberg

/s/ J. Eric Lawrence     Director                                           September 18, 2000
--------------------
J. Eric Lawrence

/s/ Frederick H. Schaden     Director                                           September 18, 2000
------------------------
Frederick H. Schaden
</TABLE>

                                        2
<PAGE>

                                  EXHIBIT INDEX

Number                Exhibit
-----                 -------
5.1                   Opinion of Lyle B. Stewart, P.C.

23.1                  Consent of Ehrhardt Keefe Steiner & Hottman PC

23.2                  Consent of Lyle B. Stewart, P.C. (included in Exhibit 5.1)

24.                   Power of Attorney (included on signature page)

99.1                  Employee Stock Option Plan

99.2                  Amended and Restated Stock Option Plan for Directors and
                       Advisors

<PAGE>
[{"type": "S-8", "sequence": "1", "filename": "0001.txt", "description": "S-8, EXHIBIT 99.1, EXHIBIT 99.2, EXHIBIT 5.1", "secsgml_size_bytes": 9661}]
{"company-data": {"conformed-name": "QUIZNOS CORP", "cik": "0000915803", "assigned-sic": "6794", "irs-number": "841169286", "state-of-incorporation": "CO", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-46058", "film-number": "724890"}, "business-address": {"street1": "1415 LARIMER STREET", "street2": "STE 601", "city": "DENVER", "state": "CO", "zip": "80202", "phone": "3032910999"}, "mail-address": {"street1": "1099 18TH STREET", "street2": "SUITE 601", "city": "DENVER", "state": "CO", "zip": "80202"}}
Lyle B. Stewart, P.C.
                            3751 South Quebec Street
                             Denver, Colorado 80237
                             Telephone: 303-267-0920
                                Fax: 303-267-0922

United States Securities and Exchange Commission           September 18, 2000
Division of Corporation Finance
450 Fifth Street, N.W.
Washington, D.C. 20459

Dear Madams and Sirs:

On behalf of my  client,  The  Quizno's  Corporation  (the  "Corporation"),  and
pursuant to Rule  101(a)(1)(i)  under  Regulation  S-T  promulgated  by the U.S.
Securities and Exchange Commission (the "Commission"),  we are filing herewith a
Registration  Statement on Form S-8,  pursuant to General  Instruction E of Form
S-8,  relating to the  Corporation's  Employee Stock Option Plan and Amended and
Restated Stock Option Plan for Directors and Advisors.

If you have any questions  about this filing,  please contact the undersigned at
the telephone or fax numbers indicated above.

Very truly yours

/s/Lyle B. Stewart
As filed with the U. S. Securities and Exchange Commission on September 18, 2000
Registration No. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                        UNDER THE SECURITIES ACT OF 1933

                            The Quizno's Corporation
             (Exact name of registrant as specified in its charter)

             Colorado                                 84-1169286
   (State or other jurisdiction           (I.R.S. Employer Identification No.)
 of incorporation or organization)

1415 Larimer Street, Denver, Colorado                                  80202
(Address of Principal Executive Offices)                             (Zip Code)

                            The Quizno's Corporation
                         (1) Employee Stock 0ption Plan
                         ------------------------------
      (2) Amended and Restated Stock Option Plan for Directors and Advisors
      ---------------------------------------------------------------------
                            (Full Title of the Plan)

                             Patrick E. Meyers, Esq.
                       Vice President and General Counsel
                            The Quizno's Corporation
                               1415 Larimer Street
                             Denver, Colorado 80202
                             ----------------------
                     (Name and Address of Agent for Service)

                                 (720) 359-3300
                                 --------------
          (Telephone Number, including Area Code, of Agent for Service)

                                 with a copy to:
                              Lyle B. Stewart, Esq.
                              Lyle B. Stewart, P.C.
                              3751 S. Quebec Street
                             Denver, Colorado 80237
                                 (303) 267-0920
CALCULATION OF REGISTRATION FEE
--------------------------------------------------------------------------------
Title of Securities to      Amount to be       Proposed maximum       Proposed maximum          Amount of
   be Registered           Registered (1)     offering price per     aggregate offering     registration fee (2)
                                                   share (2)             price (2)
----------------------     --------------     ------------------     ------------------     --------------------
Common Stock, par
value $.001 per share      100,000 shares         $6.5625                $656,250                 $174.00
----------------------     --------------     ------------------     ------------------     --------------------
(1) The shares registered hereby, which have been reserved by the Registrant for
issuance under the two Plans referenced above, are in addition to 870,000 shares
registered by the Registrant  pursuant to a  Registration  Statement on Form S-8
(Reg. No.  333-942150  filed on January 7, 2000 and a Registration  Statement on
Form S-8 (Reg. No. 333-45549) filed with the Commission on February 3, 1998.
(2) Estimated  solely for the purpose of calculating  the  registration  fee. In
accordance  with Rule 457(c) and (h),  the price shown is based upon the average
of the high and low price of The Quizno's  Corporation Common Stock on September
11, 2000, as reported on the Nasdaq SmallCap Market.

This Registration  Statement is being filed pursuant to General Instruction E of
Form S-8  promulgated  by the U. S.  Securities  and  Exchange  Commission  (the
"Commission")  under the  Securities  Act of 1933,  as amended.  Pursuant to the
terms of such  General  Instruction  E, the  contents of two prior  Registration
Statements  on Form S-8 of the  Registrant,  Reg.  No.  333-45549,  and Reg. No.
333-94215,  filed with the  Commission  on February 4, 1998 and January 7, 2000,
are incorporated herein by reference.

Item 5. Interest of Named Experts and Counsel.

Lyle B. Stewart, P.C, is named herein as giving the opinion required by Item (5)
of Item 601 of  Regulation  S-B.  Lyle B.  Stewart,  Esq.  is the sole owner and
employee of Lyle B.  Stewart,  P.C.  and serves as a member of the  Registrant's
Advisory Board.  As a member of the  Registrant's  Advisory  Board,  Mr. Stewart
receives a grant of options to purchase 4,000 shares of the Registrant's  common
stock at the fair market value on the grant date for each year he is a member of
the Advisory  Board.  As of  September  11,  2000,  Mr.  Stewart held options to
purchase  16,000 shares of the  Registrant's  common stock at exercise prices of
from $3.50 to $7.625 per share.

                                       1
SIGNATURES

Pursuant to the  requirements  of the  Securities  Act of 1933,  the  registrant
certifies  that it has  reasonable  grounds to believe  that it meets all of the
requirements  for  filing  on Form S-8 and has  duly  caused  this  Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized, in Denver, Colorado on September 18, 2000.

                                          THE QUIZNO'S CORPORATION

                                          By: /s/ Patrick E. Meyers
                                              ---------------------
                                              Patrick E. Meyers,
                                              Vice President and General Counsel

Pursuant to the  requirements of the Securities Act of 1933,  this  Registration
Statement has been signed below by the following  persons in the  capacities and
on the dates indicated.

Each person whose signature appears below in so signing also makes,  constitutes
and appoints Richard E. Schaden and Patrick E. Meyers,  and each of them, his or
her true and lawful attorney-in-fact,  with full power of substitution,  for him
in any and all capacities,  to execute and cause to be filed with the Securities
and Exchange Commission any and all amendments and post-effective  amendments to
this  Registration  Statement,  with  exhibits  thereto and other  documents  in
connection   therewith,   and  hereby   ratifies  and  confirms  all  that  said
attorney-in-fact  or his substitute or substitutes may do or cause to be done by
virtue hereof.
Signature                           Title                                    Date
--------------------     ----------------------------------------------     ------------------
/s/ Richard E. Schaden   President, Chief Executive Office and Director     September 18, 2000
----------------------
Richard E. Schaden       (Principal Executive Officer)

/s/ John L. Gallivan     Chief Financial Officer and Treasurer              September 18, 2000
--------------------
John L. Gallivan         (Principal Financial and Accounting Officer)

/s/ Richard F. Schaden   Vice President, Secretary and Director             September 18, 2000
---------------------
Richard F. Schaden

____________________     Director                                           September __, 2000
Brad A. Griffin

/s/ Mark L. Bromberg     Director                                           September 18, 2000
--------------------
Mark L. Bromberg

/s/ J. Eric Lawrence     Director                                           September 18, 2000
--------------------
J. Eric Lawrence

/s/ Frederick H. Schaden     Director                                           September 18, 2000
------------------------
Frederick H. Schaden
2
EXHIBIT INDEX

Number                Exhibit
-----                 -------
5.1                   Opinion of Lyle B. Stewart, P.C.

23.1                  Consent of Ehrhardt Keefe Steiner & Hottman PC

23.2                  Consent of Lyle B. Stewart, P.C. (included in Exhibit 5.1)

24.                   Power of Attorney (included on signature page)

99.1                  Employee Stock Option Plan

99.2                  Amended and Restated Stock Option Plan for Directors and
                       Advisors