UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
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Under the Securities Exchange Act of 1934
(Amendment No. Three)
CHART HOUSE ENTERPRISES, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
160902102
(CUSIP Number)
Check the following box if a fee is being paid with this
statement [ ]. (A fee is not required only if the filing
person: (1) has a previous statement on file reporting
beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of five
percent or less of such class.) (See Rule 13d-7).
The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to
the subject class of securities, and for any subsequent
amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section 18
of the Securities Exchange Act of 1934 ("Act") or otherwise
subject to the liabilities of that section of the Act but shall
be subject to all other provisions of the Act (however, see the
Notes).
SEC 1745 (2/92) <PAGE>
CUSIP No. 160902102 13G Page 2 of 6 Pages
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1. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
HUGHES INVESTMENT MANAGEMENT COMPANY on EIN 953371124
behalf of the Master Trust for the Hughes
Aircraft Company Retirement Plans
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP<F*>
(a) [ ]
(b) [ ]
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
CALIFORNIA
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5. SOLE VOTING POWER
NUMBER OF
SHARES 0
BENEFICIALLY -------------------------------------------------
OWNED BY 6. SHARED VOTING POWER
EACH
REPORTING 0
PERSON -------------------------------------------------
WITH 7. SOLE DISPOSITIVE POWER
0
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8. SHARED DISPOSITIVE POWER
0
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES<F*>
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0%
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12. TYPE OF REPORTING PERSON<F*>
EP
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[FN]
<F*> SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP No. 160902102 13G Page 3 of 6 Pages
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1. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
HUGHES AIRCRAFT COMPANY EIN 951778500
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP<F*>
(a) [ ]
(b) [ ]
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
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5. SOLE VOTING POWER
NUMBER OF
SHARES 0
BENEFICIALLY -------------------------------------------------
OWNED BY 6. SHARED VOTING POWER
EACH
REPORTING 0
PERSON -------------------------------------------------
WITH 7. SOLE DISPOSITIVE POWER
0
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8. SHARED DISPOSITIVE POWER
0
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES<F*>
--------------------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0%
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12. TYPE OF REPORTING PERSON<F*>
HC
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[FN]
<F*> SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 4 of 6 Pages
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
ITEM 1.
(a) Name of Issuer: Chart House Enterprises, Inc.
(b) Address of Issuer's Principal Executive Offices:
115 South Acacia Avenue
Solana Beach, California 92075
ITEM 2.
(a) Name of Persons Filing:
Hughes Investment Management Company on behalf of the
Master Trust for the Hughes Aircraft Company
Retirement Plans
Hughes Aircraft Company
(b) Address of Principal Business Office or, if none,
Residence:
7200 Hughes Terrace
Los Angeles, California 90080-0028
(c) Citizenship: N/A
(d) Title of Class of Securities: Common
(e) CUSIP Number: 160902102
ITEM 3. If this statement is filed pursuant to Rule 13d-1(b),
or 13d-2(b), check whether the person filing is a:
(f) Hughes Investment Management Company on behalf of the
Master Trust for the Hughes Aircraft Retirement Plans
is filing as an Employee Benefit Plan, Pension Fund
which is subject to the provisions of the Employee
Retirement Income Security Act of 1974.
(g) Hughes Aircraft Company is filing as a Parent Holding
Company.
(h) Hughes Investment Management Company and Hughes
Aircraft Company are filing as a group, in accordance
with Section 240.13d-1(b)(1)(ii)(H).
<PAGE>
Page 5 of 6 Pages
ITEM 4. OWNERSHIP
If the percent of class owned, as of December 31 of
the year covered by the statement, or as of the last
day of any month described in Rule 13d-1(b)(2), if
applicable, exceeds five percent, provide the
following information as of that date and identify
those shares which there is a right to acquire: N/A
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
If this statement is being filed to report the fact
that as of the date hereof the reporting person has
ceased to be the beneficial owner of more than five
percent of the class of securities, check the
following [x].
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF
ANOTHER PERSON: N/A
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY
WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE
PARENT HOLDING COMPANY:
Hughes Investment Management Company
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE
GROUP:
Hughes Investment Management Company on behalf of the
Master Trust for the Hughes Aircraft Company
Retirement Plans is filing as an Employee Benefit
Plan, Pension Fund which is subject to the provisions
of the Employee Retirement Income Security Act of
1974.
Hughes Aircraft Company is filing as a Parent Holding
Company.
ITEM 9. NOTICE OF DISSOLUTION GROUP: N/A
ITEM 10. CERTIFICATION: By signing below I certify that, to
the best of my knowledge and belief, the securities
referred to above were acquired in the ordinary
course of business and were not acquired for the
purpose of and do not have the effect of changing or
influencing the control of the issuer of such
securities and were not acquired in connection with
<PAGE>
Page 6 of 6 Pages
or as a participant in any transaction having such
purposes or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.
Dated: February __,1995
HUGHES INVESTMENT MANAGEMENT COMPANY
on behalf of the Master Trust for the
Hughes Aircraft Retirement Plans<F1>
By ___________________________________
John F. Cooke
Its President
[FN]
<F1> Pursuant to the Joint Filing Agreement by and between
Hughes Investment Management Company and Hughes Aircraft
Company dated as of February 9, 1994 which is currently on
file with the Commission, this Schedule 13G is being filed
on behalf of each of the parties to such Joint Filing
Agreement.
<PAGE>
