8-K

                                  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): October 3, 2005



                            MEXICAN RESTAURANTS, INC.
             (Exact name of registrant as specified in its charter)


           TEXAS                        000-28234                 76-0493269
(State or other jurisdiction           (Commission              (IRS Employer
      of incorporation)                File Number)          Identification No.)



                    1135 EDGEBROOK, HOUSTON, TEXAS 77034-1899
               (Address of principal executive offices) (Zip Code)

      (Registrant's telephone number, including area code): (713) 943-7574



Check the appropriate box below 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 240.13e-4(c))


                                      -1-



ITEM 8.01.    OTHER EVENTS.

         On October 3, 2005, Mexican Restaurants, Inc. (the "Company") issued a
press release announcing that its Board of Directors had called a Special
Meeting of Shareholders to be held on Tuesday, November 8, 2005 to seek
shareholder approval of its 2005 Long Term Incentive Plan. A copy of the
Company's October 3, 2005 press release is filed as Exhibit 99.1 hereto.

         On October 4, 2005, the Company issued a press release announcing an
update on the impact of Hurricane Rita on the Company's operations. The
Company's October 4, 2005 press release is filed as Exhibit 99.2 hereto.

ITEM 9.01.    FINANCIAL STATEMENTS AND EXHIBITS.

(d)    Exhibit Number         Description
       --------------         -----------

           99.1               Mexican Restaurants, Inc. press release dated
                              October 3, 2005.

           99.2               Mexican Restaurants, Inc. press release dated
                              October 4, 2005.


                                      -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.


                                      MEXICAN RESTAURANTS, INC.


Date: October 4, 2005                 By:        /s/ Andrew J. Dennard
                                         ---------------------------------------
                                         Name:  Andrew J. Dennard
                                         Title: Executive Vice President, Chief
                                                Financial Officer, Treasurer and
                                                Corporate Secretary


                                      -3-



                                INDEX TO EXHIBITS


Exhibit Number         Description
- --------------         -----------

99.1                   Mexican Restaurants, Inc. press release dated October 3,
                       2005.

99.2                   Mexican Restaurants, Inc. press release dated October 4,
                       2005.


                                      -4-

EX-99.1

                                                                    EXHIBIT 99.1


(MEXICAN RESTAURANTS, INC. LOGO)


FOR IMMEDIATE RELEASE

Contact:  Mexican Restaurants, Inc.
          Andrew J. Dennard
          (713) 943-7574


                            MEXICAN RESTAURANTS, INC.
                    ANNOUNCES SPECIAL MEETING OF SHAREHOLDERS
                TO CONSIDER APPROVAL OF LONG TERM INCENTIVE PLAN
                                  (NASDAQ:CASA)

Houston, Texas (October 3, 2005) Mexican Restaurants, Inc. (Nasdaq:CASA)
announced today that its Board of Directors has called a Special Meeting of
Shareholders to be held on November 8, 2005 to seek shareholder approval for the
adoption of a new long-term equity compensation incentive plan for its
employees. The 2005 Long Term Incentive Plan is intended to replace the Casa Ole
Restaurants, Inc. 1996 Long Term Incentive Plan, which terminates February 28,
2006, and the Company's Non-Employee Director Plan, which terminates December
31, 2005. Shareholders of record as of September 1, 2005 will be entitled to
notice of and the right to vote at the special meeting.

Mexican Restaurants, Inc. operates and franchises 80 Mexican restaurants. The
current system includes 61 Company-operated restaurants, 18 franchisee operated
restaurants and one license restaurant.

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Such forward-looking
statements involve known and unknown risks, uncertainties and other factors
which may cause the actual results, performance or achievements of the Company
to be materially different from any future results, performance or achievements
expressed or implied by such forward-looking statements. Such factors include,
among others, the following: growth strategy; dependence on executive officers;
geographic concentration; increasing susceptibility to adverse conditions in the
region; changes in consumer tastes and eating habits; the risk of food borne
illness; national, regional or local economic and real estate conditions;
demographic trends; inclement weather; traffic patterns; the type, number and
location of competing restaurants; inflation; increased food, labor and benefit
costs; the availability of experienced management and hourly employees;
seasonality and the timing of new restaurant openings; changes in governmental
regulations; dram shop exposure; and other factors not yet experienced by the
Company. The use of words such as "believes", "anticipates", "expects",
"intends" and similar expressions are intended to identify forward-looking
statements, but are not the exclusive means of identifying such statements.
Readers are urged to carefully review and consider the various disclosures made
by the Company in this release and in the Company's most recently filed Annual
Report and Form 10-K that attempt to advise interested parties of the risks and
factors that may affect the Company's business.

EX-99.2

                                                                    EXHIBIT 99.2


(MEXICAN RESTAURANTS, INC. LOGO)


FOR IMMEDIATE RELEASE

Contact:  Mexican Restaurants, Inc.
          Andrew J. Dennard
          (713) 943-7574


                            MEXICAN RESTAURANTS, INC.
                         ANNOUNCES HURRICANE RITA UPDATE
                                  (NASDAQ:CASA)

Houston, Texas (October 4, 2005) Mexican Restaurants, Inc. (NASDAQ:CASA)
announced an update on the impact of Hurricane Rita on the Company's operations.
For the third quarter ending October 2, 2005, the Company estimates that it lost
$1.0 million in revenues. The Company reported that all of the Houston area's
twenty-seven (27) restaurants sustained little to no damage, but lost four days
of restaurant sales, or approximately $400,000 in revenue.

The Company also announced that its 13 restaurants in the Beaumont, Texas and
Lake Charles, Louisiana, metro areas sustained varying degrees of damage,
ranging from heavy damage in Sulphur, Louisiana and Port Arthur, Texas, to light
water and wind damage in other Beaumont, Texas restaurants, and all but one of
the restaurants are currently closed. The Company expects to have five of these
restaurants reopened by the week ending October 16, 2005; however, much of the
region still remains without power, making it difficult to predict when the
balance of the restaurants will be able to open. For the third quarter ended
October 2, 2005, the Company estimates it lost approximately $600,000 in revenue
in the Beaumont, Texas and Lake Charles, Louisiana metro areas. The Company is
insured for certain of the losses to its facilities, and for certain of the
losses related to the interruption of its restaurant operations.

Curt Glowacki, Chief Executive Officer, stated that "Hurricane Rita has hit our
Gulf Coast area with a major blow. Property can be restored, but not life. All
of our people made it through the storm, and with their determination, we
anticipate that the damaged restaurants will be restored to operation as quickly
and as safely possible."

Mexican Restaurants, Inc. operates and franchises 80 Mexican restaurants. The
current system includes 61 Company-operated restaurants, 19 franchisee operated
restaurants and one license restaurant.

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Such forward-looking
statements involve known and unknown risks, uncertainties and other factors
which may cause the actual results, performance or achievements of the Company
to be materially different from any future results, performance or achievements
expressed or implied by such forward-looking statements. Such factors include,
among others, the following: growth strategy; dependence on executive officers;
geographic concentration; increasing susceptibility to adverse conditions in the
region; changes in consumer tastes and eating habits; the risk of food borne
illness; national, regional or local economic and real estate conditions;
demographic trends; inclement weather; traffic patterns; the type, number and
location of competing restaurants; inflation; increased food, labor and benefit
costs; the availability of experienced management and hourly employees;
seasonality and the timing of new restaurant openings; changes in governmental
regulations; dram shop exposure; and other factors not yet experienced by the
Company. The use of words such as "believes", "anticipates", "expects",
"intends" and similar expressions are intended to identify forward-looking
statements, but are not the exclusive means of identifying such statements.
Readers are urged to carefully review and consider the various disclosures made
by the Company in this release and in the Company's most recently filed Annual
Report and Form 10-K that attempt to advise interested parties of the risks and
factors that may affect the Company's business.