Noble Roman's, Inc. Announces 3rd Quarter Earnings

Noble Roman's, Inc. (OTC:NROM) (BULLETIN BOARD: NROM) , the Indianapolis based franchisor of Noble Roman's Pizza and Tuscano's Italian Style Subs, today announced earnings for the three-month and the nine-month periods ended September 30, 2008.

For the quarter ended September 30, 2008, the company reported net income of $304,809, or $.02 per share, on 19.2 million weighted average shares outstanding. This compares to net income of $693,655, or $.04 per share, on 18.2 million weighted average shares outstanding for the quarter ended September 30, 2007. Total revenues for the quarter ended September 30, 2008 were $2.2 million compared to $3.0 million for the corresponding quarter in 2007. The company's pre-tax income for the third quarter 2008 was $461,832 compared to $1,035,097 for the corresponding period in 2007. Although the company recognizes income tax expense on its financial statements, it will not pay any income taxes for the next several years, due to its available tax loss carry-forwards.

For the nine-month period ended September 30, 2008, the company reported a net income of $1,021,547, or $.05 per share, on 19.2 million weighted average shares outstanding. This compares to net income of $2,100,166, or $.12 per share, on 17.3 million weighted average shares outstanding for the nine-month period ended September 30, 2007. Total revenues for the nine-month period ended September 30, 2008 were $7.0 million compared to $8.9 million for the corresponding period in 2007. The company's pre-tax income for the nine-month period was $1,547,798 compared to $3,166,172 for the corresponding period in 2007.

The decreases in revenue and net income were largely a result of selling fewer franchises and area development agreements compared to 2007. The decline in franchise sales reflected the general economic environment and the tightening of credit markets whereas the decline in initial fees was the result of refocusing the growth strategy to take a more disciplined approach to area development agreements. Royalty and fee income from existing franchises, apart from new franchise, area development and other related fees, were $1,660,558 and $5,045,426, respectively, for the three-month and nine- month periods ended September 30, 2008. This compares to $1,828,364 and $4,944,645 for the corresponding periods in 2007.

With increasing indications of a very weak retail economy, and with the severe dislocations in the lending markets, the company believes that it has a unique opportunity for increasing unit growth and revenue within its non- traditional venues such as hospitals, military bases, universities, convenience stores, attractions, entertainment facilities, casinos, airports, travel plazas, office complexes and hotels. The company's franchises in non- traditional locations are foodservice providers within a host business, and usually require a minimal investment compared to a stand-alone franchise. Non-traditional franchises are often sold into pre-existing facilities as a service and/or revenue enhancer for the underlying business. Through focusing on non-traditional franchise expansion, the company will still seek to capitalize on other franchising opportunities as they present themselves.

To augment the company's sales opportunities within non-traditional venues, it recently developed the new Noble Roman's Bistro service system. As an addition to the current service systems offered in its Noble Roman's Pizza and Tuscano's Italian Style Subs concepts, the Bistro is designed to appeal to additional types of businesses and operational objectives with a fresh food display and serve-to-order serving system. Though sometimes presented or packaged differently, the vast majority of the menu selections are comprised of ingredients already utilized in Noble Roman's Pizza and Tuscano's Italian Style Subs, thereby leveraging the company's simple systems, distribution and purchasing power.

The Bistro incorporates all of the ingredient qualities which Noble Roman's Pizza has been known for and retains simplicity by using largely ready-to-use ingredients that require only final assembly and baking on site. It features the new SuperSlice pizza, one-fourth of a large pizza, along with hot entrees such as chicken parmesan, baked penne casseroles, breadsticks and calzones plus fresh salads and snacks. The Bistro is also available with an optional breakfast expansion menu featuring hot plate combos with scrambled eggs, bacon, sausage, breakfast potatoes, pancakes, French toast sticks, biscuits and gravy and biscuit sandwiches. Customers move along the food display counter and are served to order as they go.

With the intensified focus on non-traditional franchising, the company's requirements for overhead and operating cost will be substantially less. In addition, the company plans to discontinue operating restaurants, which will also substantially reduce the company's requirements for overhead and operating cost. However, the company does intend to continue operating the two locations that it uses for testing and demonstration purposes and intends to sell the excess restaurants to be operated as franchises. This change will allow for a more complete focus on selling and servicing franchises to take full advantage of the unique opportunity the company believes it has for increased unit growth in non-traditional. After making these changes, according to the company's plan, it is anticipated that the company will generate cash flow of approximately $3.6 million, before principal payments on debt of $1.5 million in 2009, and net income for 2009 of approximately $2.3 million, or $.12 per basic share.

Updating the previously announced lawsuit styled Kari Heyser et al, versus Noble Roman's, Inc., et al, the defendants filed a motion to dismiss the lawsuit in lieu of an answer to the complaint. As a result, the plaintiffs sought leave from the court to file an amended complaint, which the court granted allowing the plaintiffs until October 29, 2008 to complete the filing. Subsequently, the plaintiffs filed a motion for extension of time, which the court granted, to file the amended complaint until November 15, 2008. The company believes that it has strong and meritorious legal and factual defenses to these claims and will vigorously defend its interests in this case.

The company has filed a counter-claim for damages against all ten plaintiffs and a preliminary injunction and a permanent injunction against nine of the plaintiffs. In addition, the company filed a motion for preliminary injunction against nine of the Plaintiffs, all of which are former franchisees. The preliminary injunction was granted by the court on October 7, 2008. Nine plaintiffs were ordered to comply within seven days for the majority of actions required by the injunction, and within 14 days for the remainder. None of the plaintiffs has fully complied with the court's order and the company believes that several have only minimally complied. The company is in the process of filing a motion to require full compliance, to require the plaintiffs to show cause why they should not be held in contempt and for attorney's fees as sanctions.

                     Noble Roman's, Inc. and Subsidiaries

                    Condensed Consolidated Balance Sheets

                                 (Unaudited)



                       Assets                     December 31, September 30,

                                                      2007         2008

  Current assets:

     Cash                                           $832,207   $ 1,515,046

     Accounts and notes receivable (net of

      allowances of $106,712 as of December 31,

      2007 and September 30, 2008)                 1,770,994     2,275,089

     Inventories                                     310,362       365,500

     Assets held for resale                          643,915     2,106,615

     Prepaid expenses                                175,022       405,673

     Current portion of long-term notes receivable   133,736             -

     Deferred tax asset - current portion          1,971,875     1,050,500

           Total current assets                    5,838,111     7,718,423



  Property and equipment:

     Equipment                                     1,289,795     1,410,146

     Leasehold improvements                          107,729       110,527

                                                   1,397,524     1,520,673

     Less accumulated depreciation and

      amortization                                   755,987       835,311

        Net property and equipment                   641,537       685,362

  Deferred tax asset (net of current portion)      9,106,008     9,501,132

  Other assets including long-term portion of

   notes receivable net of valuation allowances

   of $550,000 as of December 31, 2007 and

   September 30, 2008                              1,883,644     2,157,434

           Total assets                         $ 17,469,300  $ 20,062,351



            Liabilities and Stockholders' Equity

  Current liabilities:

     Accounts payable and accrued expenses          $532,263      $216,021

     Current portion of long-term note payable     1,500,000     1,500,000

           Total current liabilities               2,032,263     1,716,021



  Long-term obligations:

     Note payable to bank (net of current

      portion)                                     4,125,000     6,000,000

           Total long-term liabilities             4,125,000     6,000,000



  Stockholders' equity:

     Common stock - no par value (25,000,000

      shares authorized, 19,187,449 issued and

      outstanding as of December 31, 2007 and

      19,212,499 issued and outstanding as of

      September 30, 2008)                         22,905,617    22,967,908

     Preferred stock (5,000,000 shares

      authorized and 20,625 issued

      and outstanding as of December 31, 2007

      and September 30, 2008)                        800,250       800,250

     Accumulated deficit                         (12,393,830)  (11,421,828)

           Total stockholders' equity             11,312,037    12,346,330

              Total liabilities and

               stockholders' equity             $ 17,469,300  $ 20,062,351







                     Noble Roman's, Inc. and Subsidiaries

               Condensed Consolidated Statements of Operations

                                 (Unaudited)



                                  Three Months Ended    Nine Months Ended

                                     September 30,         September 30,

                                   2007       2008       2007       2008



  Royalties and fees            $2,679,313 $1,825,168 $8,051,953 $5,760,253

  Administrative fees and other     18,581     10,880     55,567     44,752

  Restaurant revenue               261,428    375,907    787,288  1,179,427

        Total revenue            2,959,322  2,211,955  8,894,808  6,984,432



  Operating expenses:

     Salaries and wages            422,161    344,763  1,221,773  1,074,862

     Trade show expense            138,197    121,814    412,030    366,598

     Travel expense                172,328    109,940    374,089    332,572

     Sales commissions             108,988     12,022    466,567     56,135

     Other operating expenses      253,909    225,253    701,255    697,784

     Restaurant expenses           240,311    363,638    729,743  1,127,858

  Depreciation and amortization     24,359     21,060     70,066     70,265

  General and administrative       400,735    400,955  1,249,151  1,243,807

        Operating income         1,198,334    612,510  3,670,134  2,014,551



  Interest and other expense       163,237    150,678    503,962    466,753

        Income before income

         taxes                   1,035,097    461,832  3,166,172  1,547,798



  Income tax expense               341,442    157,023  1,066,006    526,251

        Net income                 693,655    304,809  2,100,166  1,021,547



        Cumulative preferred

         dividends                  34,864     16,455    110,481     49,545



        Net income available

         to common stockholders   $658,791   $288,354 $1,989,685   $972,002





  Earnings per share - basic:

     Net income                       $.04       $.02       $.12       $.05

     Net income available to

      common stockholders             $.04       $.02       $.12       $.05

  Weighted average number of

   common shares outstanding    18,208,358 19,212,499 17,301,043 19,203,647





  Diluted earnings per share:

     Net income                       $.03       $.02       $.10       $.05

  Weighted average number of

   common shares outstanding    21,100,540 19,937,218 20,193,225 19,928,366

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