Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On November 3, 2009, Ruth's Hospitality Group, Inc., issued a press release announcing the appointment of Mr. Robert S. Merritt to its Board of Directors, effective October 29, 2009. Mr. Merritt will serve as a member of the Audit Committee and will stand for election by vote of the shareholders at the annual meeting in 2010. With his appointment, the Board is now comprised of six members, five of whom are independent. A copy of the press release is attached as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits

Exhibit 99.1 Press Release issued by Ruth's Hospitality Group, Inc., dated November 3, 2009.

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