UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                     FORM 15

CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(G) OF
THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER
SECTIONS 13 AND 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934.

                                                Commission File Number 1-12692

                         Morton's Restaurant Group, Inc.
                        --------------------------------
             (Exact name of registrant as specified in its charter)

                             3333 New Hyde Park Road
                          New Hyde Park, New York 11042
                                 (516) 627-1515
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    (Address, including zip code, and telephone number, including area code,
                  of registrant's principal executive offices)

                     Common Stock, par value $0.01 per share
             -------------------------------------------------------
            (Title of each class of securities covered by this Form)

                                       N/A
   ---------------------------------------------------------------------------
         (Titles of all other classes of securities for which a duty to
               file reports under Section 13(a) or 15(d) remains)

Please place an X in the box(es) to designate the appropriate rule provision(s)
relied upon to terminate or suspend the duty to file reports:

         |X| Rule 12g-4(a)(1)(i)          |X| Rule 12h-3(b)(1)(i)
         |_| Rule 12g-4(a)(1)(ii)         |_| Rule 12h-3(b)(1)(ii)
         |_| Rule 12g-4(a)(2)(i)          |_| Rule 12h-3(b)(2)(i)
         |_| Rule 12g-4(a)(2)(ii)         |_| Rule 12h-3(b)(2)(ii)
                                          |_| Rule 15d-6

Approximate number of holders of record as of the certification or notice
date: 1






Pursuant to the requirements of the Securities Exchange Act of 1934, Morton's
Restaurant Group, Inc. has caused this certification/notice to be signed on its
behalf by the undersigned duly authorized person.



                                 MORTON'S RESTAURANT GROUP, INC.


Date:  July 31, 2002             By: /s/ Allen J. Bernstein
                                     ---------------------------
                                         Allen J. Bernstein
                                         President and
                                         Chief Executive Officer