Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
Marcus Gregory S
   2. Issuer Name and Ticker or Trading Symbol
MARCUS CORP [MCS] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Senior Vice President
(Last)
(First)
(Middle)
C/O THE MARCUS CORPORATION, 100 EAST WISCONSIN AVENUE, SUITE 1900		 3. Date of Earliest Transaction (Month/Day/Year)
08/15/2006
(Street)

MILWAUKEE, WI 532024125		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/15/2006   A   7,500 (1) A $ 0 25,195 D  
Common Stock               75 I As custodian (2)
Common Stock               3,304 (3) I By 401(k) Plan

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock $ 0 (4)               (5)   (6) Common Stock 31,800   31,800 I As custodian (7)
Class B Common Stock $ 0 (4)               (5)   (6) Common Stock 10,667   10,667 I By spouse
Class B Common Stock $ 0 (4)               (5)   (6) Common Stock 196,491   196,491 D  
Stock Option (right to buy) (granted 6/26/97) $ 11.5725               (8) 06/26/2007 Common Stock 2,139   2,139 D  
Stock Option (right to buy) (granted 6/25/98) $ 11.8794               (8) 06/25/2008 Common Stock 2,139   2,139 D  
Stock Option (right to buy) (granted 6/30/99) $ 8.6356               (8) 06/30/2009 Common Stock 4,990   4,990 D  
Stock Option (right to buy) (granted 6/28/00) $ 8.0219               (8) 06/28/2010 Common Stock 21,387   21,387 D  
Stock Option (right to buy) (granted 7/11/02) $ 10.9062               (8) 07/11/2012 Common Stock 35,645   35,645 D  
Stock Option (right to buy) (granted 9/8/03) $ 10.2469               (8) 09/08/2013 Common Stock 10,693   10,693 D  
Stock Option (right to buy) (granted 8/18/04) $ 12.7298               (8) 08/18/2014 Common Stock 10,694   10,694 D  
Stock Option (right to buy) (granted 10/6/05) $ 14.0694               (8) 10/06/2015 Common Stock 14,258   14,258 D  
Stock Option (right to buy) (granted 7/31/06) $ 19.74               (8) 07/31/2016 Common Stock 15,000   15,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Marcus Gregory S
C/O THE MARCUS CORPORATION
100 EAST WISCONSIN AVENUE, SUITE 1900
MILWAUKEE, WI 532024125		       Senior Vice President  

Signatures

 By: Tracy L. Haas, Attorney-In-Fact   08/17/2006
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Restricted stock granted August 15, 2006 vests and becomes exercisable as follows: 50% after 3rd anniversary of the date of grant and 100% after 5th anniversary of the date of grant or upon death, disability or retirement.
(2) As sole custodian of these shares held by the Alexandra Marcus U/WI/UTMA.
(3) Balance reflects the most current data available with regard to the reporting person's holdings in the 401(k) Plan.
(4) This security is convertible into common stock on a 1-for-1 basis at no cost.
(5) This security is immediately exercisable.
(6) No expiration date.
(7) As sole custodian of 13,900 Class B shares held by the Alexandra Marcus U/WI/UTMA, 13,900 Class B shares held by the Michael Marcus U/WI/UTMA, and 4,000 Class B shares held by the Samantha Marcus U/WI/UTMA.
(8) The options originally granted vest and become exercisable as follows: 40% after 2nd anniversary of the date of grant; 60% after 3rd anniversary; 80% after 4th anniversary; and 100% after 5 years.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.