CEC ENTERTAINMENT INC
10-K/A, 2000-04-03
EATING PLACES
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                                 FORM 10-K/A

(Mark One)

    x       Annual report pursuant to Section 13 or 15(d) of  the
            Securities Exchange Act of 1934 for the fiscal year
            ended January 2, 2000.

    -       Transition report pursuant to Section 13 or 15(d) of
            the Securities Exchange Act of 1934 for the transition
            period from _____ to _____.

                      Commission File Number 0-15782

                           CEC ENTERTAINMENT, INC.
      (Exact name of registrant as specified in its charter)

                 Kansas                           48-0905805
                 (State or jurisdiction of        (I.R.S. Employer
                 incorporation or organization)   Identification No.)

                  4441 West Airport Freeway
                  P.O. Box 152077
                  Irving, Texas                              75015
                  (Address of principal executive offices)   Zip Code)

       Registrant's telephone number, including area code:(972) 258-8507

           SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

                                    None

            SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:

                        Common Stock, par value $.10 each
                               (Title of Class)

                  Class A Preferred Stock, par value $60.00 each
                               (Title of Class)

    Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or
such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for
the past 90 days.  Yes x  No  -


    Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K  is not contained herein,
and will not be contained, to the best of registrant's knowledge,
in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this
Form 10-K. -

    At March 13, 2000, an aggregate of 26,770,790 shares of the
registrant's Common Stock, par value of $.10 each (being the
registrant's only class of common stock), were outstanding,  and
the aggregate market value thereof  (based upon the last reported
sale price on March 13, 2000) held by non-affiliates of the
registrant was $597,581,303.

               DOCUMENTS INCORPORATED BY REFERENCE

    Portions of the registrant's definitive Proxy Statement, to be
filed pursuant to Section 14(a) of the Act in connection with the
registrant's 2000 annual meeting of shareholders, have been
incorporated by reference in Part III of this report.





Explanation

- --- The purpose of this Form 10K/A amendment is to properly change the
dates of signature of persons signing this report on behalf of
the registrant from March 31, 1999 to March 31, 2000.






                              SIGNATURES

   Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned,
thereunto duly authorized.



   Dated:   March 31, 2000           CEC Entertainment, Inc.




                                   By: /s/  Richard M. Frank
                                   ------------------------------
                                   Richard M. Frank
                                   Chairman of the Board and
                                   Chief Executive Officer


   Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons on
behalf of the registrant and in the capacities and on the dates
indicated.


      Signature                 Title                           Date
      ---------                 -----                           ----
 /s/ Richard M. Frank
 -----------------------
  Chairman of the Board,                                    March 31, 2000
  Richard M. Frank           Chief Executive Officer,
                             and Director (Principal
                             Executive Officer)

 /s/ Michael H. Magusiak
 -----------------------
  Michael H. Magusiak       President and Director           March 31, 2000



 /s/ Larry G. Page
 -----------------------
 Larry G. Page              Executive Vice President,        March 31, 2000
                            Treasurer, (Principal Financial
                            Officer and Principal Accounting
                            Officer)

 /s/  Raymond E. Wooldridge
- ---------------------------
 Ray Wooldridge             Director                         March 31, 2000



 /s/ Tim T. Morris
 --------------------------
 Tim T. Morris              Director                         March 31, 2000


 /s/   Walter Tyree
- ---------------------------
 Walter Tyree               Director                         March 31, 2000


 /s/ Louis P. Neeb
- ---------------------------
 Louis P. Neeb              Director                         March 31, 2000


 /s/ Cynthia I. Pharr
- ---------------------------
  Cynthia I. Pharr          Director                        March 31, 2000


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