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): April 14, 2011 (April 14, 2011)

EPL INTERMEDIATE, INC.

(Exact name of registrant as specified in its charter)

Delaware	333-115644	13-4092105
(State or Other Jurisdiction	(Commission File Number)	(IRS Employer
of Incorporation)		Identification Number)

3535 Harbor Blvd. Suite 100, Costa Mesa, California 92626

(Address of principal executive offices, including zip code)

(714) 599-5000

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

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 (see General Instruction A.2. below):

¨ 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))

Item 8.01.  Other Events.

On April 14, 2011, EPL Intermediate, Inc. (the “Company”) directed The Bank of New York Mellon Trust Company, N.A., as trustee under the indenture (the “Indenture”) governing the Company’s 14½% Senior Discount Notes due 2014 (the “Notes”), to give a notice of redemption to holders of the Notes to redeem on May 15, 2011 (the “Redemption Date”) a portion of the Notes equal to $10,144,000, the Mandatory Principal Redemption Amount (as defined in the Indenture), at a redemption price equal to 104.500% of the Accreted Value (as defined in the Indenture) of such portion of the Notes, plus accrued and unpaid interest on the Notes to, but not including, the Redemption Date. The partial redemption will be made in accordance with the terms of the Indenture.  A copy of the press release, dated April 14, 2011, announcing the Company’s partial redemption of the Notes is attached as Exhibit 99.1 hereto and is incorporated herein by reference.

Item 9.01.  Financial Statements and Exhibits.

The following exhibits are filed herewith:

(d) Exhibits.

Exhibit No.	Description
99.1	Press release dated April 14, 2011 announcing a partial redemption of the Company’s 14½% Senior Discount Notes due 2014

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.

	EPL INTERMEDIATE, INC.
Dated: April 14, 2011	By:	/s/ Jerry L. Lovejoy
		Name:  Jerry L. Lovejoy
		Title:    Senior Vice President and General Counsel

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release dated April 14, 2011 announcing a partial redemption of the Company’s 14½% Senior Discount Notes due 2014

EX-99.1

FOR IMMEDIATE RELEASE

Contact: Julie Lynne Weeks

El Pollo Loco, Inc.

714.599.5150

jweeks@elpolloloco.com

EL POLLO LOCO’S PARENT COMPANY ANNOUNCES REDEMPTION OF A

PORTION OF ITS 14½% SENIOR DISCOUNT NOTES DUE 2014

COSTA MESA, Calif. (April 14, 2011) – EPL Intermediate, Inc. (the “Company”), the parent company of El Pollo Loco, Inc., announced today that it directed its trustee to give a notice of redemption to holders of its 14½% Senior Discount Notes due 2014 (the “Notes”), issued pursuant to the Indenture, dated as of November 18, 2005, among the Company and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (the “Indenture”).  Pursuant to such notice, on May 15, 2011 (the “Redemption Date”), the Company will redeem a portion of the Notes equal to $10,144,000, the Mandatory Principal Redemption Amount (as defined in the Indenture), at a redemption price equal to 104.500% of the Accreted Value (as defined in the Indenture) of such portion of the Notes, plus accrued and unpaid interest on the Notes to, but not including, the Redemption Date.

A notice of redemption is being sent to all currently registered holders of the Notes by the trustee, The Bank of New York Mellon Trust Company, N.A. Copies of the notice of redemption and additional information relating to the procedure for redemption may be obtained from The Bank of New York Mellon Trust Company, N.A. by calling 1−(800) 438-5473 (toll−free). The Notes will be redeemed on a pro rata basis among all of the outstanding Notes, subject to adjustment by The Bank of New York Mellon Trust Company, N.A. pursuant to the terms of the Indenture.  Beneficial holders with any questions about the redemption should contact their respective brokerage firm or financial institution.

Payment of the redemption price will be made on or after May 15, 2011 upon presentation and surrender of the Notes by mail or hand delivery to The Bank of New York Mellon Trust Company, N.A., 111 Sanders Creek Parkway East Syracuse, NY 13057, Attention: BNY LOANS Redemptions. Following payment of the redemption price in accordance with the Indenture and notice of redemption, interest on the Notes will cease to accrue on and after the Redemption Date and the only remaining right of the holders thereof is to receive the redemption payment upon surrender to The Bank of New York Mellon Trust Company, N.A. of the Notes.

This announcement is for informational purposes only, and is not an offer to purchase or sell, or a solicitation of an offer to purchase or sell, with respect to any securities.

El Pollo Loco, Inc., a privately held company headquartered in Costa Mesa, California, currently operates more than 400 restaurants in 10 states: California, Arizona, Nevada, Texas, Oregon, Utah, Colorado, Illinois, Georgia and Connecticut.  For more information, visit El Pollo Loco’s website at www.elpolloloco.com”.

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