Item 5.03 Amendments to the Articles of Incorporation or Bylaws; Change in Fiscal Year.

In connection with the December 30, 2008 expiration of the stockholders' rights plan of Denny's Corporation (the "Company") discussed in Item 8.01 below, the Board of Directors of the Company as of January 2, 2009, authorized the filing of a Certificate of Elimination to eliminate the designation of the series of preferred stock underlying the stockholders' rights plan. On January 5, 2009, the Company filed the Certificate of Elimination under Section 151(g) of the Delaware General Corporation Laws to eliminate the Certificate of Designation filed on August 27, 2004, governing the Company's Series A Junior Participating Preferred Stock (which had replaced and superseded all such prior certificates with respect to the plan).

Item 8.01 Other Events.

The Company's stockholders' rights plan, the Amended and Restated Rights Agreement dated as of January 5, 2005, between the Company and Continental Stock Transfer & Trust Company, that was previously adopted in December of 1998 and was later restated, as amended, in January of 2005, expired pursuant to its own terms on December 30, 2008.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit 3.2 - Certificate of Elimination of the Series A Junior Participating Preferred Stock of Denny's Corporation dated January 5, 2009.

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