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<CONFORMED-NAME>BENIHANA INC
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<STATE-OF-INCORPORATION>DE
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<STREET1>8685 NW 53RD TERRACE
<CITY>MIAMI
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<DESCRIPTION>BENIHANA 8-K
<TEXT>

                       SECURITIES AND EXCHANGE COMMISSION

                                    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 28, 2004
                                                      --------------------


                                  BENIHANA INC.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


             Delaware                  0-26396                 65-0538630
----------------------------------   -----------        ------------------------
   (State or other jurisdiction      (Commission            (I.R.S. Employer
         of incorporation)           File Number)          Identification No.)


    8685 Northwest 53rd Terrace, Miami, Florida                  33166
--------------------------------------------------------------------------------
     (Address of principal executive offices)                  (Zip Code)


 Registrant's telephone number, including area code:         (305) 593-0770
                                                          --------------------


                                      None
--------------------------------------------------------------------------------
           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))



<PAGE>


     Item 2.02   Results of Operations and Financial Condition
                 ---------------------------------------------

     On October 28, 2004, the Registrant issued a press release announcing its
earnings press release for the fiscal quarter ended October 10, 2004. A copy of
the press release is included with this Report as Exhibit 99.1.

     Item 9.01   Financial Statements and Exhibits
                 ---------------------------------

     (c) Exhibit 99.1. Press Release of Benihana Inc. dated October 28, 2004.



                                   SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.


                                                 BENIHANA INC.



                                                 By: /s/ Michael R. Burris
                                                     ---------------------------
                                                     Michael R. Burris
                                                     Senior Vice President of
                                                     Finance and Treasurer





</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>a4752558ex991.txt
<DESCRIPTION>PRESS RELEASE
<TEXT>
                                                                    EXHIBIT 99.1

 Benihana Reports a 6.5% Increase in Second Quarter Comparable Sales;
      All Concepts and All Regions Reported Comp Sales Increases

    MIAMI--(BUSINESS WIRE)--Oct. 28, 2004--Benihana Inc. (NASDAQ:BNHNA
and BNHN), operator of one of the nation's largest chains of Asian
restaurants, today announced a 6.5% increase in comparable sales for
the fiscal second quarter ended October 10, 2004. The Company said
that each of its restaurant concepts contributed to the gains.
    The Benihana teppanyaki restaurants posted a 6.4% increase in
comparable sales, reflecting both higher customer traffic and price
increases instituted in July 2004 as a result of higher commodity
costs. The sales increase was achieved despite the temporary effects
of four hurricanes on the Company's seven company-owned restaurants in
Florida. RA Sushi comparable sales for the quarter increased 13.1%.
Comparable sales for Haru increased by 4.1%, despite a temporary
slowdown during the Republican National Convention held in New York
City in the month of August. All geographic regions showed positive
comparable sales results.
    Benihana said that it expects net income for the 12-week quarter,
which also is the Company's seasonally slowest period, to range
between $0.14 and $0.16 per share. That would compare with net income
of $0.16 per share in the corresponding year-ago quarter, despite that
fact that there were 12% more shares and share equivalents outstanding
in the current quarter. The fiscal 2005 second quarter results reflect
fees relating to the previously disclosed litigation commenced by
Rocky Aoki and larger than usual proxy expenses, which collectively
amounted to approximately $0.04 per share.
    "I am pleased to report that business company-wide remains
strong," said Joel A. Schwartz, CEO and President. "Comparable sales
continued to improve throughout the quarter for all of our active
concepts despite the barrage of hurricanes in Florida and the
Republican National Convention in New York City where we have seven
company-owned restaurants. The price increases instituted at the
beginning of the quarter for the teppanyaki restaurants did not appear
to have an impact on customer traffic flow. We are highly encouraged
regarding the outlook for what is our Company's fortieth year in
business."
    The Company is expected to release its earnings on November 16,
2004 followed by a conference call at 11:00AM.

    About Benihana

    Benihana, now in its 40th year and one of the nation's largest
chains of Asian restaurants, currently operates 70 restaurants
nationwide, including 56 Benihana teppanyaki restaurants, five Haru
sushi restaurants, eight RA Sushi Bar Restaurants and one Doraku
restaurant. Under development at present are six restaurants - two
Benihana teppanyaki restaurants, two Haru units and two RA Sushi
restaurants. In addition, a total of 23 franchised Benihana teppanyaki
restaurants are now open or under development in the U.S. and Latin
America.
    Statements in this press release concerning the Company's business
outlook or future economic performance, anticipated profitability,
revenues, expenses or other financial items, together with other
statements that are not historical facts, are "forward-looking
statements" as that term is defined under Federal Securities Laws.
"Forward-looking statements" are subject to risks, uncertainties and
other factors that could cause actual results to differ materially
from those stated in such statements. Such risks, uncertainties and
factors include, but are not limited to, changes in customers' tastes
and preferences, acceptance of the Company's concepts in new
locations, obtaining qualified personnel, industry cyclicality,
fluctuations in customer demand, the seasonal nature of the business,
fluctuations of commodities costs, the ability to complete
construction of new units in a timely manner, obtaining governmental
permits on a reasonably timely basis, and general economic conditions,
as well as other risks detailed in the Company's filings with the
Securities and Exchange Commission. The Company disclaims any
obligations to update any forward-looking statement as a result of
developments occurring after the date of this press release

    CONTACT: Benihana Inc.
             Joel A. Schwartz or Michael R. Burris, 305-593-0770
                 or
             Corporate Relations:
             Anreder & Company
             Steven Anreder, 212-532-3232

</TEXT>
</DOCUMENT>
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