As filed with the Securities and Exchange Commission
                                on July 31, 2002

                                              Registration No. 333-49626
==============================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                     --------------------------------------

                        POST-EFFECTIVE AMENDMENT NO. 1 TO
                                    FORM S-8

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                     --------------------------------------

                         MORTON'S RESTAURANT GROUP, INC.
 ------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

            Delaware                                            13-3490149
------------------------------                             -------------------
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                             Identification No.)

             3333 New Hyde Park Road, New Hyde Park, New York 11042
            --------------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)

             MORTON'S RESTAURANT GROUP, INC. 2000 STOCK OPTION PLAN
             ------------------------------------------------------
                            (Full Title of the Plan)

                                Thomas J. Baldwin
               Executive Vice President, Chief Financial Officer,
                        Assistant Secretary and Treasurer
                         Morton's Restaurant Group, Inc.
                             3333 New Hyde Park Road
                          New Hyde Park, New York 11042
                                 (516) 627-1515
          ------------------------------------------------------------
            (Name, Address and Telephone Number of Agent for Service)

                                    Copy to:
                              Marc Weingarten, Esq.
                            Schulte Roth & Zabel LLP
                                919 Third Avenue
                            New York, New York 10022







                          DEREGISTRATION OF SECURITIES

     Through the filing of this Post-Effective Amendment No. 1 to the
Registration Statement on Form S-8, filed on November 9, 2000 (the "Registration
Statement"), Morton's Restaurant Group, Inc. hereby deregisters any and all
securities that were previously registered pursuant to the Registration
Statement that have not been sold or otherwise issued as of the date hereof.


                                   SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of New Hyde Park, State of New York, on this 31 day of
July, 2002.

                                       MORTON'S RESTAURANT GROUP, INC.



                                       By:  /s/ Thomas J. Baldwin
                                            -------------------------
                                            Thomas J. Baldwin
                                            Executive Vice President,
                                            Chief Financial Officer,
                                            Assistant Secretary and Treasurer







     Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities indicated, on this 31 day of July, 2002.


Name, Signature and Title
-------------------------


/s/ Allen J. Bernstein
-------------------------
Allen J. Bernstein
President and Chief Executive Officer
(principal executive officer)


/s/ Thomas J. Baldwin
-------------------------
Thomas J. Baldwin
Executive Vice President,
Chief Financial Officer,
Assistant Secretary and Treasurer
(principal financial and accounting
 officer)


/s/ Justin B. Wender
-------------------------
Justin B. Wender
Director


/s/ John E. Morningstar
-------------------------
John E. Morningstar
Director