Registration No. 33-

                                                                           
                    SECURITIES AND EXCHANGE COMMISSION
                         Washington, D. C.   20549

                                 FORM S-8

          REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                          LUBY'S CAFETERIAS, INC.
          (Exact name of registrant as specified in its charter)

           Delaware                                   74-1335253
   (State of Incorporation)               (I.R.S. Employer Identification No.)

2211 N.E. Loop 410, P.O. Box 33069, San Antonio, Texas     78265-3069
   (Address of Principal Executive Offices)                (Zip Code)

                             LUBY'S CAFETERIAS
                        SAVINGS AND INVESTMENT PLAN
                            (Full title of Plan)


        John E. Curtis, Jr.             with copies to:
        President                       James R. Hale
        Luby's Cafeterias, Inc.         Cauthorn Hale Hornberger Fuller
        2211 N.E. Loop 410              Sheehan & Becker, Incorporated 
        Post Office Box 33069           700 North St. Mary's Street, Suite 620
        San Antonio, Texas 78265-3069   San Antonio, Texas 78205
                                                    
                (Names and addresses of agent for service)

        (210)  654-9000                 (210) 271-1700
       (Telephone numbers, including area codes, of agent for service)

                      CALCULATION OF REGISTRATION FEE
_____________________________________________________________________________
                               Proposed       Proposed   
 Title of                      maximum        maximum        
Securities        Amount       offering       aggregate       Amount
  to be           to be        price per      offering       of regis-
Registered      Registered     share          price          tration fee
_____________________________________________________________________________

Common stock,      (1)            (2)            (2)
par value,       200,000       $20.4375     $4,087,500.00     $1,238.64   
$.32 per share
_____________________________________________________________________________

(1)   Pursuant to Rule 416(c) under the Securities Act of 1933, this
      registration statement also covers an indeterminate amount of interests
      to be offered or sold pursuant to the employee benefit plan described
      herein.

(2)   In accordance with Rule 457(c), computed upon the basis of the average
      of the high and low prices of the Company's common stock as reported in
      the consolidated reporting system, on December 31, 1996, which price
      is used solely for the purpose of calculating the registration fee.
<PAGE>
                                  PART II

            INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Item 3.  Incorporation of Documents by Reference.

     Luby's Cafeterias, Inc. is referred to herein as the "Company," and
Luby's Cafeterias Savings and Investment Plan is referred to herein as the 
"Plan."  The documents listed below are incorporated by reference in this
registration statement:

     The Company's Annual Report on Form 10-K for the fiscal year ended
August 31, 1996; Quarterly Report on Form 10-Q for the fiscal quarter ended
November 30, 1996; and all other reports filed by the Company pursuant to
Section 13(a) or 15(d) of the Securities Exchange Act of 1934 ("Exchange Act")
since August 31, 1996 are hereby incorporated herein by reference.  The
shares of common stock registered pursuant to this registration statement of
which the prospectus is a part are of the same class of securities of the
Company currently registered under Section 12 of the Exchange Act.  The
descriptions of the common stock contained in previous registration
statements, as amended by any amendment or reports filed which update such
registration statements, and as amended by the Company's Certificate of
Incorporation and all amendments thereto, are hereby incorporated herein
by reference.

     All documents filed by the Company pursuant to Sections 13(a),13(c), 14
and 15(d) of the Exchange Act after the date of this registration statement
and prior to the filing of a post-effective amendment which indicates that all
securities offered by the Company have been sold or which deregisters all
securities then remaining unsold, will be deemed to be incorporated by 
reference in this registration statement and to be a part hereof from the date
of filing of such documents.  Any statement contained in a document
incorporated or deemed to be incorporated by reference in this registration
statement shall be deemed to be modified or superseded for purposes of this
registration statement to the extent that a statement contained in this
registration statement or in any other subsequently filed document which also
is or is deemed to be incorporated by reference modifies or replaces such
statement.

Item 4.  Description of Securities.

     The class of securities to be offered is registered under Section 12 of
the Exchange Act.

Item 5.  Interests of Named Experts and Counsel.

     No expert or counsel for the Company has an interest in the Company which
exceeds Fifty Thousand Dollars ($50,000.00).

Item 6.  Indemnification of Directors and Officers.

     Section 145 of the Delaware General Corporation Law permits a corporation
to indemnify any person who was or is a party or is threatened to be made a
party to any threatened, pending or completed action, suit or proceeding,
whether civil, criminal, administrative or investigative, by reason of the
fact that he is or was a director, officer, employee or agent of the 
corporation or is or was serving at the request of the corporation as a
director, officer, employee or agent of another corporation, partnership,
joint venture, trust or other enterprise against expenses, judgments, fines
and amounts paid in settlement actually and reasonably incurred by him in
connection with such action.

      In an action brought to obtain a judgment in the corporation's favor,
whether by the corporation itself or derivatively by a stockholder, the
corporation may only indemnify for expenses, including attorney's fees,
actually and reasonably incurred in connection with the defense or settlement
of such action, and the corporation may not indemnify for amounts paid in
satisfaction of a judgment or in settlement of the claim. In any such action,
no indemnification may be paid in respect of any claim, issue or matters as to
which such person shall have been adjudged liable to the corporation, except
as otherwise approved by the Delaware Court of Chancery or the court in which
the claim was brought. In any other type of proceeding, the indemnification
may extend to judgments, fines and amounts paid in settlement, actually and
reasonably incurred in connection with such other proceeding, as well as to
expenses.

     The statute does not permit indemnification unless the person seeking
indemnification has acted in good faith in a manner he reasonably believed to
be in, or not opposed to, the best interests of the corporation and, in the
case of criminal actions or proceedings, the person had no reasonable cause to
believe his conduct was unlawful. There are additional limitations applicable
to criminal actions and to actions brought by or in the name of the
corporation. The determination as to whether a person seeking indemnification
has met the required standard of conduct is to be made (1) by a majority vote
of a quorum of disinterested members of the board of directors, or (2) by
independent legal counsel in a written opinion, if such a quorum does not
exist or if the disinterested directors so direct, or (3) by the stockholders.

     The Company's Certificate of Incorporation and Bylaws, including all
amendments thereto, require the Company to indemnify the Company's directors
to the maximum extent permitted under Delaware law or any other applicable law
in effect, but if such statute or law is amended, the Company may change the
standard of indemnification only to the extent that such amended statute or
law permits the Company to provide broader indemnification rights to the
Company's directors. Pursuant to employment agreements entered into in the
normal course of business by the Company with its executive officers and
certain other key employees, the Company may be required to indemnify such
officers and employees in the same manner and to the same extent that the
Company is required to indemnify its directors under its Certificate of
Incorporation and Bylaws, including all amendments thereto. The Company's
Certificate of Incorporation and Bylaws, each as amended, limit the personal
liability of a director to the Company or its stockholders to damages for
breach of the director's fiduciary duty.

Item 7.  Exemption from Registration Claimed.

     No restricted securities are to be reoffered or resold pursuant to this
registration statement.

Item 8.  Exhibits.

     The following exhibits are furnished in accordance with Item 601 of
Regulation S-K:

     Number                   Description         

         4          Certificate of Incorporation of the Company as in effect
                    February 28, 1994, filed as Exhibit 3(a) to the Company's
                    Quarterly Report on Form 10-Q for the quarter ended
                    February 28, 1994; and Bylaws of the Company, filed as
                    Exhibit 3(c) to the Company's Annual Report on Form 10-K
                    for the fiscal year ended August 31, 1996, are
                    incorporated herein by reference.

         5          Opinion of Cauthorn Hale Hornberger Fuller Sheehan &
                    Becker, Incorporated, as to the legality of the common
                    stock of the Company to be registered hereunder.

       23.1         Consent of Cauthorn Hale Hornberger Fuller Sheehan &
                    Becker Incorporated (incorporated within Exhibit Number 5
                    hereof).

       23.2         Consent of Ernst & Young LLP.

       24           Power of Attorney (included as part of the signature page
                    of this registration statement).

       99.1         Description of common stock of the Company contained in
                    Form 8-A, dated December 19, 1973, as amended by the
                    Certificate of Incorporation of the Company, filed as
                    Exhibit 3(a) to the Company's Quarterly Report on Form
                    10-Q for the quarter ended February 28, 1994, are
                    incorporated herein by reference.

       99.2         The Company's Annual Report on Form 10-K for the fiscal
                    year ended August 31, 1996, is incorporated herein by
                    reference.

       99.3         The Company's Quarterly Report on Form 10-Q for the fiscal
                    quarter ended November 30, 1996, is incorporated herein by
                    reference.

Item 9.   Undertakings.

     The undersigned registrant hereby undertakes:

          (1)  To file, during any period in which offers or sales are being
     made, a post-effective amendment to this registration statement:

               (i) To include any prospectus required by section 10(a)(3) of
           the Securities Act of 1933 ("Securities Act");

               (ii) To reflect in the prospectus any facts or events arising
           after the effective date of this registration statement (or the
           most recent post-effective amendment thereof) which, individually
           or in the aggregate, represent a fundamental change in the
           information set forth in this registration statement (or the most
           recent post-effective amendment thereof);

               (iii) To include any material information with respect to the
           plan of distribution not previously disclosed in this registration
           statement or any material change to such information in this
           registration statement.

Provided, however, that subparagraphs (1)(i) and (1)(ii) do not apply if the
information required to be included in a post-effective amendment to this
registration statement by those paragraphs is contained in periodic reports
filed by the Company pursuant to Section 13 or Section 15(d) of the Exchange
Act and are incorporated by reference therein.

          (2) That, for the purpose of determining any liability under the
     Securities Act, each such post-effective amendment shall be deemed to be
     a new registration statement relating to the securities offered therein,
     and the offering of such securities at that time shall be deemed to be
     the initial bona fide offering thereof.

          (3) To remove from registration by means of a post-effective
     amendment any of the securities being registered which remain unsold at
     the termination of the offering.

          (4)  That, for purposes of determining any liability under the
     Securities Act, each filing of the registrant's annual report pursuant to
     Section 13(a) or Section 15(d) of the Exchange Act (and, where
     applicable, each filing of an employee benefit plan's annual report
     pursuant to Section 15(d) of the Exchange Act) that is incorporated by
     reference in this registration statement shall be deemed to be a new
     registration statement relating to the securities offered therein, and
     the offering of such securities at that time shall be deemed to
     be the initial bona fide offering thereof.

          (5) To deliver or cause to be delivered with the prospectus, to each
     person to whom the prospectus is sent or given, the latest annual report
     to security holders that is incorporated by reference in the prospectus
     and furnished pursuant to and meeting the requirements of Rule 14a-3 or
     Rule 14c-3 under the Exchange Act, and, where interim financial
     information required to be presented by Article 3 of Regulation S-X are
     not set forth in the prospectus, to deliver, or cause to be delivered to
     each person to whom the prospectus is sent or given, the latest quarterly
     report that is specifically incorporated by reference in the prospectus
     to provide such interim financial information.

          (6)  That, insofar as indemnification for liabilities arising under
     the Securities Act may be permitted to directors, officers and
     controlling persons of the registrant pursuant to the foregoing
     provisions, or otherwise, the registrant has been advised that in the
     opinion of the Securities and Exchange Commission such indemnification is
     against public policy as expressed in the Securities Act and is,
     therefore, unenforceable.  In the event that a claim for indemnification
     against such liabilities (other than the payment by the registrant of
     expenses incurred or paid by a director, officer or controlling person of
     the registrant in the successful defense of any action, suit or
     proceeding) is asserted by such director, officer or controlling person
     in connection with the securities being registered, the registrant will,
     unless in the opinion of its counsel the matter has been settled by
     controlling precedent, submit to a court of appropriate jurisdiction the
     question whether such indemnification by it is against public policy as
     expressed in the Securities Act and will be governed by the final
     adjudication of such issue.

          (7) To submit the Plan and any amendment thereto to the Internal
     Revenue Service ("IRS") in a timely manner and to make all changes
     required by the IRS in order to qualify the Plan.
<PAGE>
                                SIGNATURES

     The Registrant.  Pursuant to the requirements of the Securities Act, 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 the City of San Antonio, State of Texas, as of
the 31st day of December, 1996.

                                   LUBY'S CAFETERIAS, INC.


                                   By:   JOHN E. CURTIS, JR.              
                                         ______________________________
                                         John E. Curtis, Jr., President 

     We, the undersigned officers and directors of Luby's Cafeterias, Inc.
(the "Company"), hereby severally appoint John E. Curtis, Jr. or Laura M.
Bishop and each of them, agent and attorney-in-fact to sign for us, and in our
names in the capacities indicated below, a registration statement on Form S-8
relating to certain shares of the Company's common stock, and any and all
amendments to such registration statement, for the purpose of registering such
shares under the Securities Act, hereby ratifying and confirming our
signatures as they may be signed by our attorneys to such registration
statement and any and all amendments thereto.

     Witness our hands on the respective dates set forth below.
                           ____________________

     Pursuant to the requirements of the Securities Act, this registration
statement has been signed by the following persons in the capacities and as of
the dates indicated.

Signature and Date                           Name and Title


RALPH ERBEN                         Ralph Erben, Chairman of the Board,
_________________________           Chief Executive Officer and Director
December 31, 1996


JOHN E. CURTIS, JR.                 John E. Curtis, Jr., President, Chief
_________________________           Operating Officer, Chief Financial
December 31, 1996                   Officer and Director


WILLIAM E. ROBSON                   William E. Robson, Executive Vice
_________________________           President-Operations and Director
December 31, 1996


RONALD E. RIEMENSCHNEIDER           Ronald  E. Riemenschneider, Vice
_________________________           President, Treasurer and Principal
December 31, 1996                   Accounting Officer
                         

                                    Lauro F. Cavazos, Director
_________________________ 
December __, 1996


                                    David B. Daviss, Director
_________________________ 
December __, 1996

                                    Roger R. Hemminghaus, Director
_________________________
December __, 1996


JOHN B. LAHOURCADE                  John B. Lahourcade, Director
_________________________
December 31, 1996

                                    Walter J. Salmon, Director
_________________________
December __, 1996


GEORGE H. WENGLEIN                  George H. Wenglein, Director
_________________________
December 31, 1996


JOANNE WINIK                        Joanne Winik, Director
_________________________ 
December 31, 1996


The Plan.  Pursuant to the requirements of the Securities Act, the trustees
(or other persons who administer the employee benefit plan) have duly caused
this registration statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of San Antonio, State of Texas,
as of the 31st day of December, 1996.

                                        LUBY'S CAFETERIAS SAVINGS
                                        AND INVESTMENT PLAN
                                        
                                        By:  LUBY'S CAFETERIAS, INC.
                                             a Delaware corporation,
                                             Plan Administrator

                                        By:  JOHN E. CURTIS, JR.
                                             ________________________________
                                             John E. Curtis, Jr.
                                             President

<PAGE>
                               EXHIBIT INDEX

   Exhibit
   Number          Description

       4     Certificate of Incorporation of the Company as in effect 
             February 28, 1994, filed as Exhibit 3(a) to the Company's 
             Quarterly Report on Form 10-Q for the quarter ended 
             February 28, 1994; and Bylaws of the Company, filed as 
             Exhibit 3(c) to the Company's Annual Report on Form 10-K 
             for the fiscal year ended August 31, 1996, are incorporated
             herein by reference.

       5     Opinion of Cauthorn Hale Hornberger Fuller Sheehan &
             Becker Incorporated, as to the legality of the common
             stock of the Company to be registered hereunder.

      23.1   Consent of Cauthorn Hale Hornberger Fuller Sheehan &
             Becker Incorporated (incorporated within Exhibit 
             Number 5 hereof).

      23.2   Consent of Ernst & Young LLP.

      24     Power of Attorney (included as part of the signature
             page of this registration statement).

      99.1   Description of common stock of the Company contained
             in Form 8-A, dated December 19, 1973, as amended by 
             the Certificate of Incorporation of the Company, 
             filed as Exhibit 3(a) to the Company's Quarterly Report 
             on Form 10-Q for the quarter ended February 28, 1994, 
             are incorporated herein by reference.

      99.2   The Company's Annual Report on Form 10-K for the fiscal 
             year ended August 31, 1996, is incorporated herein by 
             reference.

      99.3   The Company's Quarterly Report on Form 10-Q for the 
             fiscal quarter ended November 30, 1996, is incorporated 
             herein by reference.
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 21915}]
{"company-data": {"conformed-name": "LUBYS CAFETERIAS INC", "cik": "0000016099", "assigned-sic": "5812", "irs-number": "741335253", "state-of-incorporation": "TX", "fiscal-year-end": "0831"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-19283", "film-number": "97501385"}, "business-address": {"street1": "2211 NE LOOP 410", "street2": "P O BOX 33069", "city": "SAN ANTONIO", "state": "TX", "zip": "78265-3069", "phone": "2106549000"}, "former-company": {"former-conformed-name": "CAFETERIAS INC", "date-changed": "19810126"}}
Registration No. 33-

                                                                           
                    SECURITIES AND EXCHANGE COMMISSION
                         Washington, D. C.   20549

                                 FORM S-8

          REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                          LUBY'S CAFETERIAS, INC.
          (Exact name of registrant as specified in its charter)

           Delaware                                   74-1335253
   (State of Incorporation)               (I.R.S. Employer Identification No.)

2211 N.E. Loop 410, P.O. Box 33069, San Antonio, Texas     78265-3069
   (Address of Principal Executive Offices)                (Zip Code)

                             LUBY'S CAFETERIAS
                        SAVINGS AND INVESTMENT PLAN
                            (Full title of Plan)

        John E. Curtis, Jr.             with copies to:
        President                       James R. Hale
        Luby's Cafeterias, Inc.         Cauthorn Hale Hornberger Fuller
        2211 N.E. Loop 410              Sheehan & Becker, Incorporated 
        Post Office Box 33069           700 North St. Mary's Street, Suite 620
        San Antonio, Texas 78265-3069   San Antonio, Texas 78205
                                                    
                (Names and addresses of agent for service)

        (210)  654-9000                 (210) 271-1700
       (Telephone numbers, including area codes, of agent for service)

                      CALCULATION OF REGISTRATION FEE
_____________________________________________________________________________
                               Proposed       Proposed   
 Title of                      maximum        maximum        
Securities        Amount       offering       aggregate       Amount
  to be           to be        price per      offering       of regis-
Registered      Registered     share          price          tration fee
_____________________________________________________________________________

Common stock,      (1)            (2)            (2)
par value,       200,000       $20.4375     $4,087,500.00     $1,238.64   
$.32 per share
_____________________________________________________________________________

(1)   Pursuant to Rule 416(c) under the Securities Act of 1933, this
      registration statement also covers an indeterminate amount of interests
      to be offered or sold pursuant to the employee benefit plan described
      herein.

(2)   In accordance with Rule 457(c), computed upon the basis of the average
      of the high and low prices of the Company's common stock as reported in
      the consolidated reporting system, on December 31, 1996, which price
      is used solely for the purpose of calculating the registration fee.
PART II

            INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

     Luby's Cafeterias, Inc. is referred to herein as the "Company," and
Luby's Cafeterias Savings and Investment Plan is referred to herein as the 
"Plan."  The documents listed below are incorporated by reference in this
registration statement:

     The Company's Annual Report on Form 10-K for the fiscal year ended
August 31, 1996; Quarterly Report on Form 10-Q for the fiscal quarter ended
November 30, 1996; and all other reports filed by the Company pursuant to
Section 13(a) or 15(d) of the Securities Exchange Act of 1934 ("Exchange Act")
since August 31, 1996 are hereby incorporated herein by reference.  The
shares of common stock registered pursuant to this registration statement of
which the prospectus is a part are of the same class of securities of the
Company currently registered under Section 12 of the Exchange Act.  The
descriptions of the common stock contained in previous registration
statements, as amended by any amendment or reports filed which update such
registration statements, and as amended by the Company's Certificate of
Incorporation and all amendments thereto, are hereby incorporated herein
by reference.

     All documents filed by the Company pursuant to Sections 13(a),13(c), 14
and 15(d) of the Exchange Act after the date of this registration statement
and prior to the filing of a post-effective amendment which indicates that all
securities offered by the Company have been sold or which deregisters all
securities then remaining unsold, will be deemed to be incorporated by 
reference in this registration statement and to be a part hereof from the date
of filing of such documents.  Any statement contained in a document
incorporated or deemed to be incorporated by reference in this registration
statement shall be deemed to be modified or superseded for purposes of this
registration statement to the extent that a statement contained in this
registration statement or in any other subsequently filed document which also
is or is deemed to be incorporated by reference modifies or replaces such
statement.

Item 4.  Description of Securities.

     The class of securities to be offered is registered under Section 12 of
the Exchange Act.

Item 5.  Interests of Named Experts and Counsel.

     No expert or counsel for the Company has an interest in the Company which
exceeds Fifty Thousand Dollars ($50,000.00).

Item 6.  Indemnification of Directors and Officers.

     Section 145 of the Delaware General Corporation Law permits a corporation
to indemnify any person who was or is a party or is threatened to be made a
party to any threatened, pending or completed action, suit or proceeding,
whether civil, criminal, administrative or investigative, by reason of the
fact that he is or was a director, officer, employee or agent of the 
corporation or is or was serving at the request of the corporation as a
director, officer, employee or agent of another corporation, partnership,
joint venture, trust or other enterprise against expenses, judgments, fines
and amounts paid in settlement actually and reasonably incurred by him in
connection with such action.

      In an action brought to obtain a judgment in the corporation's favor,
whether by the corporation itself or derivatively by a stockholder, the
corporation may only indemnify for expenses, including attorney's fees,
actually and reasonably incurred in connection with the defense or settlement
of such action, and the corporation may not indemnify for amounts paid in
satisfaction of a judgment or in settlement of the claim. In any such action,
no indemnification may be paid in respect of any claim, issue or matters as to
which such person shall have been adjudged liable to the corporation, except
as otherwise approved by the Delaware Court of Chancery or the court in which
the claim was brought. In any other type of proceeding, the indemnification
may extend to judgments, fines and amounts paid in settlement, actually and
reasonably incurred in connection with such other proceeding, as well as to
expenses.

     The statute does not permit indemnification unless the person seeking
indemnification has acted in good faith in a manner he reasonably believed to
be in, or not opposed to, the best interests of the corporation and, in the
case of criminal actions or proceedings, the person had no reasonable cause to
believe his conduct was unlawful. There are additional limitations applicable
to criminal actions and to actions brought by or in the name of the
corporation. The determination as to whether a person seeking indemnification
has met the required standard of conduct is to be made (1) by a majority vote
of a quorum of disinterested members of the board of directors, or (2) by
independent legal counsel in a written opinion, if such a quorum does not
exist or if the disinterested directors so direct, or (3) by the stockholders.

     The Company's Certificate of Incorporation and Bylaws, including all
amendments thereto, require the Company to indemnify the Company's directors
to the maximum extent permitted under Delaware law or any other applicable law
in effect, but if such statute or law is amended, the Company may change the
standard of indemnification only to the extent that such amended statute or
law permits the Company to provide broader indemnification rights to the
Company's directors. Pursuant to employment agreements entered into in the
normal course of business by the Company with its executive officers and
certain other key employees, the Company may be required to indemnify such
officers and employees in the same manner and to the same extent that the
Company is required to indemnify its directors under its Certificate of
Incorporation and Bylaws, including all amendments thereto. The Company's
Certificate of Incorporation and Bylaws, each as amended, limit the personal
liability of a director to the Company or its stockholders to damages for
breach of the director's fiduciary duty.

Item 7.  Exemption from Registration Claimed.

     No restricted securities are to be reoffered or resold pursuant to this
registration statement.

Item 8.  Exhibits.

     The following exhibits are furnished in accordance with Item 601 of
Regulation S-K:

     Number                   Description         

         4          Certificate of Incorporation of the Company as in effect
                    February 28, 1994, filed as Exhibit 3(a) to the Company's
                    Quarterly Report on Form 10-Q for the quarter ended
                    February 28, 1994; and Bylaws of the Company, filed as
                    Exhibit 3(c) to the Company's Annual Report on Form 10-K
                    for the fiscal year ended August 31, 1996, are
                    incorporated herein by reference.

         5          Opinion of Cauthorn Hale Hornberger Fuller Sheehan &
                    Becker, Incorporated, as to the legality of the common
                    stock of the Company to be registered hereunder.

       23.1         Consent of Cauthorn Hale Hornberger Fuller Sheehan &
                    Becker Incorporated (incorporated within Exhibit Number 5
                    hereof).

       23.2         Consent of Ernst & Young LLP.

       24           Power of Attorney (included as part of the signature page
                    of this registration statement).

       99.1         Description of common stock of the Company contained in
                    Form 8-A, dated December 19, 1973, as amended by the
                    Certificate of Incorporation of the Company, filed as
                    Exhibit 3(a) to the Company's Quarterly Report on Form
                    10-Q for the quarter ended February 28, 1994, are
                    incorporated herein by reference.

       99.2         The Company's Annual Report on Form 10-K for the fiscal
                    year ended August 31, 1996, is incorporated herein by
                    reference.

       99.3         The Company's Quarterly Report on Form 10-Q for the fiscal
                    quarter ended November 30, 1996, is incorporated herein by
                    reference.

Item 9.   Undertakings.

     The undersigned registrant hereby undertakes:

          (1)  To file, during any period in which offers or sales are being
     made, a post-effective amendment to this registration statement:

               (i) To include any prospectus required by section 10(a)(3) of
           the Securities Act of 1933 ("Securities Act");

               (ii) To reflect in the prospectus any facts or events arising
           after the effective date of this registration statement (or the
           most recent post-effective amendment thereof) which, individually
           or in the aggregate, represent a fundamental change in the
           information set forth in this registration statement (or the most
           recent post-effective amendment thereof);

               (iii) To include any material information with respect to the
           plan of distribution not previously disclosed in this registration
           statement or any material change to such information in this
           registration statement.

Provided, however, that subparagraphs (1)(i) and (1)(ii) do not apply if the
information required to be included in a post-effective amendment to this
registration statement by those paragraphs is contained in periodic reports
filed by the Company pursuant to Section 13 or Section 15(d) of the Exchange
Act and are incorporated by reference therein.

          (2) That, for the purpose of determining any liability under the
     Securities Act, each such post-effective amendment shall be deemed to be
     a new registration statement relating to the securities offered therein,
     and the offering of such securities at that time shall be deemed to be
     the initial bona fide offering thereof.

          (3) To remove from registration by means of a post-effective
     amendment any of the securities being registered which remain unsold at
     the termination of the offering.

          (4)  That, for purposes of determining any liability under the
     Securities Act, each filing of the registrant's annual report pursuant to
     Section 13(a) or Section 15(d) of the Exchange Act (and, where
     applicable, each filing of an employee benefit plan's annual report
     pursuant to Section 15(d) of the Exchange Act) that is incorporated by
     reference in this registration statement shall be deemed to be a new
     registration statement relating to the securities offered therein, and
     the offering of such securities at that time shall be deemed to
     be the initial bona fide offering thereof.

          (5) To deliver or cause to be delivered with the prospectus, to each
     person to whom the prospectus is sent or given, the latest annual report
     to security holders that is incorporated by reference in the prospectus
     and furnished pursuant to and meeting the requirements of Rule 14a-3 or
     Rule 14c-3 under the Exchange Act, and, where interim financial
     information required to be presented by Article 3 of Regulation S-X are
     not set forth in the prospectus, to deliver, or cause to be delivered to
     each person to whom the prospectus is sent or given, the latest quarterly
     report that is specifically incorporated by reference in the prospectus
     to provide such interim financial information.

          (6)  That, insofar as indemnification for liabilities arising under
     the Securities Act may be permitted to directors, officers and
     controlling persons of the registrant pursuant to the foregoing
     provisions, or otherwise, the registrant has been advised that in the
     opinion of the Securities and Exchange Commission such indemnification is
     against public policy as expressed in the Securities Act and is,
     therefore, unenforceable.  In the event that a claim for indemnification
     against such liabilities (other than the payment by the registrant of
     expenses incurred or paid by a director, officer or controlling person of
     the registrant in the successful defense of any action, suit or
     proceeding) is asserted by such director, officer or controlling person
     in connection with the securities being registered, the registrant will,
     unless in the opinion of its counsel the matter has been settled by
     controlling precedent, submit to a court of appropriate jurisdiction the
     question whether such indemnification by it is against public policy as
     expressed in the Securities Act and will be governed by the final
     adjudication of such issue.

          (7) To submit the Plan and any amendment thereto to the Internal
     Revenue Service ("IRS") in a timely manner and to make all changes
     required by the IRS in order to qualify the Plan.
SIGNATURES

     The Registrant.  Pursuant to the requirements of the Securities Act, 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 the City of San Antonio, State of Texas, as of
the 31st day of December, 1996.

                                   LUBY'S CAFETERIAS, INC.

                                   By:   JOHN E. CURTIS, JR.              
                                         ______________________________
                                         John E. Curtis, Jr., President 

     We, the undersigned officers and directors of Luby's Cafeterias, Inc.
(the "Company"), hereby severally appoint John E. Curtis, Jr. or Laura M.
Bishop and each of them, agent and attorney-in-fact to sign for us, and in our
names in the capacities indicated below, a registration statement on Form S-8
relating to certain shares of the Company's common stock, and any and all
amendments to such registration statement, for the purpose of registering such
shares under the Securities Act, hereby ratifying and confirming our
signatures as they may be signed by our attorneys to such registration
statement and any and all amendments thereto.

     Witness our hands on the respective dates set forth below.
                           ____________________

     Pursuant to the requirements of the Securities Act, this registration
statement has been signed by the following persons in the capacities and as of
the dates indicated.

Signature and Date                           Name and Title

RALPH ERBEN                         Ralph Erben, Chairman of the Board,
_________________________           Chief Executive Officer and Director
December 31, 1996

JOHN E. CURTIS, JR.                 John E. Curtis, Jr., President, Chief
_________________________           Operating Officer, Chief Financial
December 31, 1996                   Officer and Director

WILLIAM E. ROBSON                   William E. Robson, Executive Vice
_________________________           President-Operations and Director
December 31, 1996

RONALD E. RIEMENSCHNEIDER           Ronald  E. Riemenschneider, Vice
_________________________           President, Treasurer and Principal
December 31, 1996                   Accounting Officer
                         

                                    Lauro F. Cavazos, Director
_________________________ 
December __, 1996

                                    David B. Daviss, Director
_________________________ 
December __, 1996

                                    Roger R. Hemminghaus, Director
_________________________
December __, 1996

JOHN B. LAHOURCADE                  John B. Lahourcade, Director
_________________________
December 31, 1996

                                    Walter J. Salmon, Director
_________________________
December __, 1996

GEORGE H. WENGLEIN                  George H. Wenglein, Director
_________________________
December 31, 1996

JOANNE WINIK                        Joanne Winik, Director
_________________________ 
December 31, 1996

The Plan.  Pursuant to the requirements of the Securities Act, the trustees
(or other persons who administer the employee benefit plan) have duly caused
this registration statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of San Antonio, State of Texas,
as of the 31st day of December, 1996.

                                        LUBY'S CAFETERIAS SAVINGS
                                        AND INVESTMENT PLAN
                                        
                                        By:  LUBY'S CAFETERIAS, INC.
                                             a Delaware corporation,
                                             Plan Administrator

                                        By:  JOHN E. CURTIS, JR.
                                             ________________________________
                                             John E. Curtis, Jr.
                                             President
EXHIBIT INDEX

   Exhibit
   Number          Description

       4     Certificate of Incorporation of the Company as in effect 
             February 28, 1994, filed as Exhibit 3(a) to the Company's 
             Quarterly Report on Form 10-Q for the quarter ended 
             February 28, 1994; and Bylaws of the Company, filed as 
             Exhibit 3(c) to the Company's Annual Report on Form 10-K 
             for the fiscal year ended August 31, 1996, are incorporated
             herein by reference.

       5     Opinion of Cauthorn Hale Hornberger Fuller Sheehan &
             Becker Incorporated, as to the legality of the common
             stock of the Company to be registered hereunder.

      23.1   Consent of Cauthorn Hale Hornberger Fuller Sheehan &
             Becker Incorporated (incorporated within Exhibit 
             Number 5 hereof).

      23.2   Consent of Ernst & Young LLP.

      24     Power of Attorney (included as part of the signature
             page of this registration statement).

      99.1   Description of common stock of the Company contained
             in Form 8-A, dated December 19, 1973, as amended by 
             the Certificate of Incorporation of the Company, 
             filed as Exhibit 3(a) to the Company's Quarterly Report 
             on Form 10-Q for the quarter ended February 28, 1994, 
             are incorporated herein by reference.

      99.2   The Company's Annual Report on Form 10-K for the fiscal 
             year ended August 31, 1996, is incorporated herein by 
             reference.

      99.3   The Company's Quarterly Report on Form 10-Q for the 
             fiscal quarter ended November 30, 1996, is incorporated 
             herein by reference.