Good day and welcome to the CBRL Group Second Quarter Conference Call. Today’s call is being recorded and will be available for replay today from 2:00 p.m. Eastern through March 5, 2008, at 11:59 Eastern by dialing 719-457-0820. Again, it’s 719-457-0820 and entering the pass code 9640854. At this time for opening remarks and introductions, I’d like to turn the call over to Ms. Diana Wynne, Senior Vice President of Corporate Affairs. Please go ahead, ma’am.

Thank you, Matt. Welcome to our Second Quarter 2008 Conference Call and webcast this morning. Our press release announcing our Fiscal 2008 Second Quarter Results and Updating our Outlook for Fiscal 2008 was released before the market opened this morning. We urge caution to our listeners and readers in considering the information on our expectations, trends and earnings guidance. We remind you that we don’t review or comment on earnings estimates made by other parties. In addition, any guidance that we give speaks only as of the date it is given, and we do not update our own guidance or express continue comfort with it except in broadly disseminated disclosures such as this morning’s press release and this call. The restaurant industry is highly competitive and trends and guidance are subject to numerous factors and influences that can cause future actual results to differ materially from such trends and guidance. Many of these factors are summarized in the cautionary description of risk and uncertainties found at the end of this morning’s press release and are described in detail in our filings that we make with the SEC, and we urge you to read this information carefully. The Company disclaims any obligations to update disclosed information on trends or guidance and should we provide any updates after today, they will be made only by broad dissemination such as press releases or in our filings with the SEC. On the call this morning with me our CBRL’s Chairman, President and CEO Mike Woodhouse and Cracker Barrel’s Senior Vice President of Finance Doug Couvillion. Mike will begin with a review of the business, Doug will review the financials, and then Mike will return to discuss the outlook. With that, I will turn the call over to Mike Woodhouse. Mike.

Thank you, Diana. Good morning, everyone. Thanks for joining us this morning. (inaudible) report and discuss our second quarter performance this morning, I think it’s important to bear in mind the external environment we’re dealing with. Gas prices continue to be high, mortgage foreclosures continue to grow as do late credit card payments and consumer confidence is at levels not seen since just after Hurricane Katrina in October 2005. Nobody knows how long this economic decline may last, but most estimate at least until the summer. That’s the bad news. The good news is that we’re very pleased to report positive comparable store sales for both restaurant and retail and a low down, our restaurant traffic continues to outperform the casual dining industry and our retail sales growth was achieved without resorting to higher markdowns than last year. We’re also pleased to report a higher operating margin than last year thanks to our efforts in controlling labor and operating expenses. On the favorable cost side in the quarter were general insurance, G&A expenses, advertising and hourly labor costs. Partially offsetting these items were higher cost of goods, higher workers comp expense and the non-recurrence of proceeds from a favorable litigation settlement in the second quarter of fiscal 2007. We’re confident we’re on the right track, and Doug Couvillion will be providing you with more detail on the numbers in a few minutes. Next I want to talk to you about the strength of the Cracker Barrel brand. While there are many ways to communicate what the brand stands for, it really comes down to the guest experience, and that’s our focus. In order to see how we’re doing, we use numerous tools to measure that performance. For example, we track guest satisfaction scores at every store every month. It’s always…

Thank you, Mike. Now let’s review in some more detail the second quarter of fiscal 2008 we released earlier this morning. We’ve recorded diluted income per share from continuing operations of $0.85 versus $0.60 a year ago, an increase of 42%. Income per diluted share benefited from a 34% reduction in diluted share count resulting from the strategic initiatives that we completed in fiscal 2007 and from the additional purchase of 1.6 million shares in the second quarter of this year. After tax income from continuing operations of $20.2 million, slightly lower than the prior year quarter, reflecting higher operating income offset by lower interest income. During the second quarter of fiscal 2007, we completed the sale of Logan’s Roadhouse for $486 million. As a result, the prior year quarter reflected $2.28 per diluted share of income from discontinued operations and our balance sheet reported $258 million of net divestiture proceeds and other cash balances. In this year’s quarter, we have a small loss from discontinued operations and we sold the final Logan’s property that we temporarily retained. Revenue from continuing operations in our fiscal second quarter, which ended February 1, 2008, increased to $634 million, up 3.6% from last year’s second quarter. During this year’s second quarter, we opened four new Cracker Barrel Old Country Store units. In the first six months of the year, we have opened ten stores and closed two. We’ve also relocated an additional unit to a better location at a nearby interstate exit. Cracker Barrel comparable store restaurant sales for the second quarter were up 1.l% to a year ago, making this the third consecutive quarter of positive comparable store restaurant sales increases. Our average check was 3.4% higher primarily due to the average menu price increases of 3.5%. For the second quarter, our…

Thanks, Doug. Let’s look now at the update to the outlook for fiscal 2008. In light of continued industry trends, we’re taking a realistic view of sales and we’ve lowered our projection for same store sales and overall revenue growth. However, with the traction we’re seeing in our cost control initiatives, we’re able to maintain our EPS guidance for the year at a range of $3.00 to $3.15. We’re now projecting 2% to 3% revenue growth over the $2.35 billion of total revenue from continuing operations in fiscal 2007. As you remember, fiscal 2007 included a 53rd week which added $46 million of revenue, so on a 52-week basis, we’re projecting revenue to grow 4% to 5%. We’re projecting comparable store restaurant sales up 1% to 2%, which includes about 3.5% menu pricing and is consistent with what we see in the first half of fiscal 2008. With half a year behind us, we’ve narrowed the range on comparable store retail sales to flat to up 1.5%. We’re maintaining our plans to open 17 new Cracker Barrel units of which 11 our currently open. Capital expenditures have been reduced $5 million to $90 million reflecting lower maintenance cap ex and are shifting the timing of some spending into fiscal 2009. We expect cash flow from Cracker Barrel to remain strong and more than sufficient to service our debt and to finance our restaurant and retail initiatives as well our unit growth and to fund our dividend payouts. We’ll not be making any additional share repurchases this fiscal year because we’ve already purchased the maximum allowed under our credit agreements. We’re not predicting when the economy will improve nor are we relying on external conditions to approve in order to achieve our projections for this fiscal year. Rather our focus in this environment will continue to be un-controlling what we can control, which means maximizing sales and market share through consistently superior execution while at the same time testing and developing rollout plans for those initiatives that will allow us to achieve our goal over premium return from a premium brand. With that, I’d like to open up the call for questions.

Thank you, sir. (Operator Instructions) We’ll go to Bryan Elliott with Raymond James. Bryan Elliott – Raymond James : Good morning. Wanted to I guess drill down a little on the labor and make sure I understood what’s going on there. You talked about better hiring upfront, which is something you’ve been working for a while so you’re basically getting better employees upfront so they’re performing better and turning over less frequently. Is that I would guess would be reducing training costs and I guess help me understand sort of the mix between the training and benefits of that success with the labor scheduling, how did the two, what’s the ratio of the two impacting that number, that labor line?

Okay, I don’t know whether you can give an exact… Bryan Elliott – Raymond James : Sure, but some sense of magnitude.

Sure. Well I think there are two benefits from reducing turnover which as you can see you heard was down pretty substantially to be under 100% in this industry so pretty good place to be. The two benefits are lower training costs, but the other benefit is better productivity because the employees that we hire, higher quality as you said, better trained, get up to speed faster than we typically we would find, so we’re seeing some productivity gains coming from there. Those are really the drivers from our overall waiver this year compared with last year. There was some other minor positives going on including as we mentioned workers comp and with apparel. But overall, it’s the quality and the attention to training that’s making the difference. Bryan Elliott – Raymond James : So hours per store aren’t down, ours per store weak or however you might measure it? In other words, we’re not reducing scheduling?

That’s not the focus right now, Bryan. We’ve got a new labor scheduling tool that we’re developing as part of labor deployment. So the focus will be on the quality and the productivity of the employees, so more to come I guess is the best way to say that. Bryan Elliott – Raymond James : All right. On the cost of goods, a quick question there, you’ve been focusing on and having some success in reducing markdowns. Did that continue this quarter? Was the retail gross margin better?

Yeah, our markdowns were flat with last year, which we think is a major achievement in the environment where everybody else out there seemed to be very aggressively marking down during the Christmas season, and we continue to see improvements on our initial markdown in retail. Bryan Elliott – Raymond James : All right, very good. Thank you.

Thanks, Bryan.

We’ll go next to Steven Rees with J.P. Morgan. Steven Rees – J.P. Morgan: I wanted to ask for a second about advertising. You decided to lower cost this quarter as you did radio last year versus the television test this quarter. Wanted to know if that would be the case in the second half that you expect to continue to see favorability in advertising costs.

I’ll let Doug help me with this one, but we are, we’re planning to continue the test in three markets at the end of the year, which was included in our guidance. The spending last year, if I recollect, was lower than in the second half than the first half, so I’m guessing that we’re probably flat year-to-year or slightly down. Steven Rees – J.P. Morgan: Then it sounds like you’ve evolved into more of a product focus and I guess I wanted to ask how you plan on, but it’s not still meeting your expectations, so how do you further plan on evolving the advertising and how are you measuring the returns in terms of expecting a further role in 2009?

Well we have very high standards in terms of expectations in advertising. We’re getting a pretty good sales lift in the markets where we’re testing. One interesting fact that’s coming out of it that I don’t think I mentioned before is we’re seeing a greater lift on retail than on restaurant, and that’s encouraging because new trial, new people will try us for the first time and less frequent users tend to buy more retail so that says our advertising is working and bringing new customer in or bringing in frequent customers in more frequently. So that’s a plus. We’re running I think about breakeven in the markets that we’re testing. Our whole goal is to make money out of advertising, not just have a way to drive sales so, as I said, our expectations are pretty aggressive. The product promotional piece seems to be working well. We saw some positive impact in terms of product mix in one of our promotions, and that’s important because our promotional products are designed to be high margin products so the extent that we cannot only improve sales but also shift next with the advertising we’re getting a double benefit. Steven Rees – J.P. Morgan: Great. Then I just wanted to ask about the unit development plans for 2009. Have you been kind of below that 5% target for a couple years now and just given the fact that the (inaudible) seen to performing better this year than last year. How are you thinking about unit development next year? Should we expect it to accelerate or kind of stay constant with what you’ve done over the last quarters?

We haven’t… Well, I guess we did disclose some numbers back in October at the Analyst Day. I think that we see no reason to pull back on our growth in this environment even though we’ve seen others in the industry doing that. We are pleased with the improvement so far. There’s more to go in terms of our ability to get these things up to speed, so I would see us cautiously increasing that number. We’ll be back obviously at the end of the year with a specific number, but I wouldn’t see a big increase but certainly not a decrease. Steven Rees – J.P. Morgan: Any change on maintenance cap ex or is still expected to kind of remain in that $25 million range?

Yes, just a little less because we’re becoming more efficient in our maintenance cap ex controls as well as some other things so just a little under that number. Steven Rees – J.P. Morgan: Great. Thank you very much.

Thank you.

We’ll go to Chris O’Cull with Suntrust. Chris O’Cull – Suntrust Robinson Humphrey: Hi. Thanks guys. Mike, do you know whether the improved ticket times at the stores that are offering the Best of the Barrel menu, are you seeing improved ticket times; and if so, is that resulting or translating into more table turns?

Yes, we are seeing better ticket times. Another measure of that is sales per hour. We’re seeing some record sales per hour at peak times in the stores that have the Best of the Barrel menu. Now the game plan is that as we speed up our service, not only do we get better guest satisfaction out of that, but over time we’ll get more guest returning and the knowledge that we’re getting faster will spread by word of mouth. So over time, we’ll start picking up the slack, which is the people who kindly won’t stay because the wait is too long. It takes time do that so it’s difficult to measure that directly, but we’re very encouraged by the fact that we are seeing the goal of faster ticket times and sales per hour being achieved. Chris O’Cull – Suntrust Robinson Humphrey: Then you said that you expect the menu to improve the dollar margins per guest. How is the guest product mix preference shifting with the new menu versus the current menu?

I assume you’ve seen the new menu. We have products that are highlighted in boxes around the menu. We’re seeing the shift that we expected towards those products that we highlighted happening with the test, so we’re pleased with that. There’s probably some more opportunity around that and we’re thinking about how to achieve that. Chris O’Cull – Suntrust Robinson Humphrey: Great. Then I know the last call you said you would expect a rollout maybe in April. Is that timeline changed at all?

Well as I said this morning, we’re continuing the beta test. We still have to nail down our performance. Out of that will come decisions about when we roll, how we roll or whether continue the test for a while. More will be decided. I mean we’re very confident the menu’s going to make a difference, we’re just not ready to make a decision about rolling it out yet. Chris O’Cull – Suntrust Robinson Humphrey: Great. Thanks guys.

Thank you.

We’ll go next to Brad Ludington with Keybank Capital Markets. Brad Ludington – Keybank Capital Markets : Hey, thank you. I just got a couple quick questions on kind of GNA and other operating. First off, on the $1.8 million for the sale of the Logan’s Restaurant, is that pretax or net of tax?

That’s pretax. Brad Ludington – Keybank Capital Markets : . Then is there a way that you can share looking closer into G&A, like what the dollar amount of favorability for the ad expense and general insurance adjustment was.

First of all, our expense is not in G&A. Brad Ludington – Keybank Capital Markets : Oh is that in other operating?

It’s in other operating. We’ve got a number of moving parts on going on here. The goal this year was to, the internal goal was to keep G&A flat, at least flat in dollar terms for the year and we expect that we’re going to achieve that or do a little better. Brad Ludington – Keybank Capital Markets : While I guess that covers it. Thank you.

We’ll go next to Conrad line with FTN Midwest. Conrad Lyon – FTN Midwest Securities Corp. : Hey, good morning. I got a question on interest expense. I know you kept your outlook the same at $60 million. However, with LIBOR coming in here, and I believe there’s an option or you have an option to elect between time or LIBOR plus a percentage point spread. Do you think there might be some opportunity going here going forward in the coming quarters if LIBOR stays down to see perhaps a little benefit on your interest expense line?

I think there might be a little bit of opportunity to the guidance that we gave with some of the upcoming great changes, yes. Conrad Lyon – FTN Midwest Securities Corp. : Let me shift in a different direction then. Let me talk about, more about the frequency here with the guest. Mike, I think you talked about you’re getting more frequency out of in frequent guests. During your analyst day, you talked about trying to get people to think a little different about Cracker Barrel moreover to those guests that typically think of your Cracker Barrel as more of a destination than you will a frequent stop. Do you… Is that part of what’s happening here? Do you think that’s starting to gain traction, more people are thinking of it as more an every day stop?

That was certainly an objective. I don’t know, it’s very difficult to measure that because on a daily basis those numbers obviously move around all the time so that it’s very difficult to get any kind of decent pre period measurement. As I said earlier, I think the notion that we’re getting some first time trial and some less frequent users, and again less frequent travel users tend to be less frequent users so to their extent we could reduce but it’s only a deduction that we’re getting some local. Conrad Lyon – FTN Midwest Securities Corp. : All right. Thank you very much.

Thank you.

(Operator Instructions) Amy Greene with Avondale Partners. Amy Greene – Avondale Partners LLC: Hi guys. Could you give us an idea of what the customer response has been as you’ve done the Best of the Barrel menu, kind of rolled it into more stores?

Pretty favorable. One of the things we will always get the occasional customer who’s favorite product is no longer than, and I think one of the things we’ve always talked about with Cracker Barrel is that we have a history or a pretty unchanging menu and we have guests who come in order the same thing every time, so change is a little more challenging than it might be other places. But we haven’t seen any significant increase in guest complaints. I think part of that is that we really focused on getting ahead of that by training and scripting the service around the reasons why we’re making a change and the positive nature of the change, and I think that’s really helped deal with any potential complaints. Amy Greene – Avondale Partners LLC: Good. Then lastly, just in looking at the retail floor and doing some store visits, it looks like there is more floor space or fewer kind of displays out this time of the year than there typically are. Is that the case and is that kind of a planned effort around focusing on things?

We’re always looking to optimize the way we display things, so one of the things you may be seeing is the fact the displays themselves are more appealing. This is the time of year, as you know, when we’re at our emptiest because we get beyond Christmas and into the pre spring season, but there’s no specific reason to reduce the amount of merchandise we have on the floor. Amy Greene – Avondale Partners LLC: Thanks, guys.

Thank you.

(Operator Instructions) We’ll take a follow-up from Bryan Elliott with Raymond James. Bryan Elliott – Raymond James: Quick housekeeping question. On depreciation, the guidance there was unchanged around $60 million, we’re tracking below that. Is there something that is going to change that’s going to raise the depreciation expense in the second half of the year or is that just a conservative estimate?

We don’t have any real expectations to change anything and there might be a touch of conservatism in their, Bryan. Bryan Elliott – Raymond James: Thank you.

Thank you.

With no other questions at this time, I’d like to turn the call back to management for any additional or closing comments.

Well thanks everybody for joining us today. We feel we had a pretty good quarter and we’re feeling very optimistic about being able to control our destiny going forward here even though the times are really tough, so we look forward to being back next quarter and hopefully with some good news. Thanks.

That does conclude today’s call. Again, thank you for your participation. Have a good day.