<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the fiscal year ended December 31, 1996
-----------------
[_] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from _____________ to _______________
Commission File Number 1-9684
---------
CHART HOUSE ENTERPRISES, INC. RESTAURANT EMPLOYEES 401(k) PLAN
- --------------------------------------------------------------------------------
(Full title of plan)
CHART HOUSE ENTERPRISES, INC.
- --------------------------------------------------------------------------------
(Name of issuer of securities held pursuant to the plan)
115 South Acacia Avenue, Solana Beach, California 92075-1803
- --------------------------------------------------------------------------------
(Address of principal executive offices of issuer of securities)
<PAGE>
SIGNATURES
----------
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Plan Administrator has duly caused this annual report to be signed on its behalf
by the undersigned hereunto duly authorized.
CHART HOUSE ENTERPRISES, INC.
RESTAURANT EMPLOYEES 401(k) PLAN
By: The 401(k) Plan Committee
Date: May 28, 1997 /s/LEWIS M. JACKSON
-------------------
Lewis M. Jackson
Chairman
/s/JOHN L. ANDERSON
-------------------
John L. Anderson
Member
/s/CANDACE R. FORSYTHE
----------------------
Candace R. Forsythe
Member
/s/KEITH L. HINDENLANG
----------------------
Keith L. Hindenlang
Member
/s/STEPHEN J. MCGILLIN
----------------------
Stephen J. McGillin
Member
/s/ANNETTE M. PECK
------------------
Annette M. Peck
Member
-2-
<PAGE>
CHART HOUSE ENTERPRISES, INC. RESTAURANT EMPLOYEES 401(k) PLAN
FINANCIAL STATEMENTS AND SCHEDULES AS OF
DECEMBER 31, 1996
TOGETHER WITH AUDITORS' REPORT
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
----------------------------------------
To Chart House Enterprises, Inc.:
We have audited the accompanying statements of net assets available for plan
benefits of the CHART HOUSE ENTERPRISES, INC. RESTAURANT EMPLOYEES 401(k) PLAN
as of December 31, 1996, and the related statement of changes in net assets
available for plan benefits, with fund information, for the year ended December
31, 1996. These financial statements and the schedules referred to below are
the responsibility of the Plan's management. Our responsibility is to express
an opinion on these financial statements and schedules based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Chart
House Enterprises, Inc. Restaurant Employees 401(k) Plan as of December 31, 1996
and the changes in net assets available for plan benefits, with fund
information, for the year ended December 31, 1996, in conformity with generally
accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules A and B are
presented for the purpose of additional analysis and are not a required part of
the basic financial statements but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. The fund information in
the statement of net assets available for benefits and the statement of changes
in net assets available for benefits is presented for purposes of additional
analysis rather than to present the net assets available for plan benefits and
changes in net assets available for plan benefits of each fund. These
supplemental schedules, and fund information, have been subjected to the
auditing procedures applied in the audits of the basic financial statements and,
in our opinion, are fairly stated, in all material respects, in relation to the
basic financial statements taken as a whole.
ARTHUR ANDERSEN LLP
San Diego, California
May 28, 1997
<PAGE>
CHART HOUSE ENTERPRISES, INC. RESTAURANT EMPLOYEES 401(k) PLAN
Statement of Net Assets Available for Plan Benefits
As of December 31, 1996
<TABLE>
<CAPTION>
1996
-----------
<S> <C>
Investments, at Market Value:
Total Investment in Master
Trust 1,523,567
-----------
Total Assets 1,523,567
Less - Excess Contributions Payable (744)
Non-Allocable Forfeitures (1,810)
Overdeposit of Contribution (5,530)
-----------
Net Assets Available for Plan
Benefits $ 1,515,483
===========
</TABLE>
The accompanying notes are an integral part of this statement.
<PAGE>
CHART HOUSE ENTERPRISES, INC. RESTAURANT EMPLOYEES 401(k) PLAN
Statement of Changes in Net Assets Available for Plan Benefits
For the Year Ended December 31, 1996
<TABLE>
<CAPTION>
1996
- ----------------------------------------- ----------
<S> <C>
Net Assets Available for Plan Benefits at Beginning of Year $ -
Transfer from Chart House Enterprises, Inc. Corporate Employees
401(k) Plan (See Note 1) 1,523,602
----------
Receivable from Trustee -
Contributions -
Company 51,484
Participant 318,072
----------
369,556
----------
Dividend Income and Capital Gain Distributions 15,106
Net Appreciation (Depreciation) in Fair Value from Master
Trust Investments 16,068
----------
31,174
----------
Net Transfer of Funds -
----------
Distributions from Termination, Withdrawals and Excess
Contributions (405,761)
----------
Non-Allocable Forfeitures (3,088)
----------
Net Increase (Decrease) (8,119)
----------
Net Assets Available for Plan Benefits at End of Year $1,515,483
==========
</TABLE>
The accompanying notes are an integral part of this statement.
<PAGE>
CHART HOUSE ENTERPRISES, INC. RESTAURANT EMPLOYEES 401(k) PLAN
--------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
DECEMBER 31, 1996
-----------------
(1) PLAN DESCRIPTION
----------------
Chart House Enterprises, Inc. (the "Company") established the Chart House
Enterprises, Inc. 401(k) (formerly "Thrift") Plan (the "Plan") effective January
1, 1986. The Plan is a defined contribution plan and is subject to the
provisions of the Employee Retirement Income Security Act of 1974 (ERISA). The
Plan is administered by the William Mercer Incorporated (the "Administrator")
and all plan investments are held by SBS Trust Company, a division of Smith
Barney Shearson Company (the "Trustee"). Participation in the Plan is available
to substantially all restaurant employees of the Company and its subsidiaries,
with a job title classification of J01 through J99, who have completed at least
one year and 1,000 hours of service and who have reached the age of 21.
Effective January 1, 1996, the assets and liabilities of Chart House Enterprises
Corporate Employees 401(k) Plan (Formerly the Chart House Enterprises, Inc.
401(k) Plan), pertaining to employees with job classification titles from J01
through J99, were transferred to the Plan.
Contributions to the Plan are made by the participants and are matched by the
Company. Participants may contribute from 1% to 10% of their gross pay. The
Company will make a basic matching contribution of 25% of the first 5% of a
participant's contribution, not to exceed $1,250 for the Plan year, and will
make a supplemental quarterly matching contribution of an additional 25% of the
first 5% of a participant's contribution, not to exceed $1,250, if the Company
meets or exceeds targeted results of operations, as determined by the Board of
Directors. Participant contributions are invested by the Plan's trustee in one
or more specified funds (see Note 2) as designated by each participant. Company
contributions are invested among the available funds in accordance with the
participants election to their investment account.
Participants are immediately vested in their own contributions and any
investment earnings thereon. Vesting in the Company's matching contributions
and any investment earnings thereon (the "Employer Accounts") is based on years
of service. A participant vests at the rate of 20% per year and becomes fully
vested after five years of service; however, in the event of termination due to
retirement, disability or death, participants become fully vested regardless of
years of service.
Each participant's account is credited with the participant's contributions and
the participant's share of the Company's contributions, together with earnings
and losses thereon. Forfeitures of non-vested amounts are to be used solely to
offset future Company matching contributions.
Upon termination of service due to retirement or disability, a participant may
elect to receive distribution of benefits in either a lump sum or partial
payments, with remaining balance distributed at the end of the quarter. If the
termination of services is for any other reason, distribution of benefits will
be made in a lump sum payment. Participants may apply for hardship
distributions under certain circumstances.
-1-
<PAGE>
The Company reserves the right to amend or terminate the Plan at any time. In
the event of termination of the Plan, the value of each participant's account
will become fully vested and non-forfeitable. In no event may the assets of the
Plan revert to the Company.
(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
------------------------------------------
Description and Valuation of Investments
- ----------------------------------------
Investment funds available to the participants include (1) an equity fund
(managed by Provident Investment Council) which invests primarily in equity
securities with emphasis on capital appreciation; (2) a balanced fund (managed
by Value Line Asset Management) which invests in both common stocks and higher
quality fixed-income securities with equal emphasis on current income and
capital appreciation; (3) an income fund (managed by Howe & Rusling Investment
Management) which invests in high quality debt securities with emphasis on
current income; (4) a money market fund (managed by Boston Safe Deposit and
Trust Company), which invests in short-term U.S. Government Securities with
emphasis on current income to the extent consistent with preservation of
capital; and (5) the Company stock fund.
Plan investments are held by SBS Trust Company (a division of Smith Barney
Shearson Company) under a trust agreement effective July 1, 1993. Investments
in securities (summarized on Schedule A) are valued at their quoted market
prices.
Master Trust Allocation
- -----------------------
Investment income and administrative expenses relating to the Master Trust are
allocated to the individual plans based on average monthly balances invested by
each plan. The Plan's interest in the assets of the Master Trust is included in
the accompanying statements of net assets available for plan benefits. A
summary of the net assets of the Master Trust as of December 31, 1996 and 1995
is as follows:
<TABLE>
<CAPTION>
1996 1995
---------- ----------
<S> <C> <C>
Investments, at Market Value:
Equity Account $2,296,609 $1,781,475
Balanced Account 1,686,413 1,533,739
Income Account 465,498 571,427
Money Market Account 1,001,660 1,135,420
Company Stock 882,151 1,382,595
Contribution and Disbursement 4,500 11,825
---------- ----------
6,336,831 6,416,481
Receivables 11,475 783
Liabilities (65,105) (169,506)
---------- ----------
Net Assets of the Master Trust $6,283,201 $6,247,758
========== ==========
</TABLE>
-2-
<PAGE>
Allocations of the net assets of the Master Trust to participating plans as of
December 31, 1996 is as follows:
<TABLE>
<CAPTION>
1996
---------------------
Amount Percent
----------- -------
<S> <C> <C>
Chart House Enterprises, Inc.
Corporate Employees 401(k) Plan $4,767,718 75.88
Chart House Enterprises, Inc.
Restaurant Employees 401(k) Plan 1,515,483 24.12
---------- ------
$6,283,201 100.00
========== ======
</TABLE>
Income from the Master Trust allocated to the participating plans for the years
ended December 31, 1996 and 1995 is as follows:
<TABLE>
<CAPTION>
1996 1995
---------------- --------------
<S> <C> <C>
Interest Income $ 1,623 $ (193)
Income on Equity Account 20,158 13,921
Income on Balanced Account 31,894 33,022
Income on Income Account 36,948 42,977
Income on Money Market Account 38,592 39,463
Income on Common Stock Account 453 1,153
Income on Contribution and Disbursement
Account 443 235
Net Appreciation in Fair Value of
Investments 138,434 (100,880)
-------- ---------
Net Investment Income $268,545 $ 29,698
======== =========
</TABLE>
The net appreciation in the fair value of investments in the Master Trust by
major investment category for the years ended December 31, 1996 and December 31,
1995 is as follows:
<TABLE>
<CAPTION>
1996 1995
--------------- ---------------
<S> <C> <C>
Equity Account $ 384,114 $ 305,537
Balanced Account 226,977 251,701
Income Account (32,320) 42,046
Money Market Account 11,071 (1,013)
Common Stock Account (443,534) (706,639)
Contribution and Disbursement
Account (7,874) 7,488
--------- ---------
Net Appreciation in Fair Value
of Investments $ 138,434 $(100,880)
========= =========
</TABLE>
-3-
<PAGE>
Income Tax Status
- -----------------
The Company intends to apply for a determination letter from the Internal
Revenue Service. The Plan administrator and tax counsel believe that the Plan
is currently designed and being operated in compliance with the qualification
requirements of the Internal Revenue Code, and the related trust was tax exempt
as of the financial statement date.
Distributions Due to Terminated Participants
- --------------------------------------------
Account balances for participants that have terminated but have yet to be paid
as of the end of the year have been included in the net assets available for
plan benefits. This amount will be presented as a distribution in the statement
of changes in net assets available for plan benefits when actually paid. At
December 1996 this amount totalled $314,747.
(3) ADMINISTRATIVE EXPENSES
-----------------------
In the current year, the Plan's administrative expenses are paid by the Company.
These expenses include, but are not limited to, trustee, legal and accounting
fees. Transaction related costs, such as commissions, are deducted from
proceeds at the time of the transaction.
(4) PARTY-IN-INTEREST AND REPORTABLE TRANSACTIONS
---------------------------------------------
No prohibited transactions with "parties-in-interest", as defined under ERISA,
occurred during 1996.
Five-percent reportable transactions, as defined under ERISA, which occurred
during 1996 are summarized on Schedule B.
-4-
<PAGE>
SCHEDULE A
CHART HOUSE ENTERPRISES, INC. RESTAURANT EMPLOYEES 401(k) PLAN
Item 27A - Schedule of Assets Held for Investment Purposes
As of December 31, 1996
<TABLE>
<CAPTION>
Equity Account
(Managed by Provident
Investment Council) Units Market
Asset Description Held Cost Value
- ----------------- ------ ------- -------
<S> <C> <C> <C>
Short Term Investments
Reserve Deposit Acct. (RDA VI) 15,269 $15,269 $15,269
Equities and Convertibles
American Intl Group Inc. 41 2,835 4,417
Associates First Cap Corp. CL A 141 5,426 6,210
Federal Home Ln Mtg Corp. -
Common 60 4,656 6,622
Federal Natl Mtg Assn 500 12,473 18,799
First USA Inc. 188 4,225 6,497
MBNA Corp. 475 12,772 19,753
MGIC Invt Corp. Wis 72 2,066 5,472
Amgen Inc. 166 9,283 9,016
Cardinal Health Inc. 164 5,895 9,532
Elan Plc ADR 74 2,135 2,467
Healthsouth Corp. 141 3,851 5,436
Lilly Eli & Co. 107 6,939 7,804
Medtronic Inc. 233 8,042 15,875
Merck & Co. Inc. 128 7,811 10,163
Oxford Health Plans Inc. 205 6,136 12,011
Pfizer Inc. 281 15,406 23,361
Gillette Co. 123 5,513 9,584
Nike Inc. CL B 118 7,291 7,069
Tommy Hilfiger Corp. ORD 106 5,302 5,079
Accustaff Inc. 95 2,936 2,005
CUC Intl. Inc. 265 6,306 6,428
Circus Circus Enterprises Inc. 108 3,875 3,713
Disney Walt 128 8,073 8,918
First Data Corp. 540 11,987 19,702
Hospitality Franchise Sys Inc. 243 8,693 14,535
Home Depot Inc. 92 4,630 4,593
Kohls Corp. 93 2,956 3,639
Mirage Resorts Inc. 404 8,167 8,729
Paychex Inc. 90 2,279 4,624
Republic Inds. Inc. 192 2,916 5,988
Safeway Inc. New 169 7,561 7,229
Service Corp. Intl. 193 4,106 5,407
Staples 195 3,867 3,515
Enron Corp. 119 4,001 5,128
Schlumberger Ltd. 51 5,029 5,121
Tasco Corp., New 60 2,962 4,747
</TABLE>
<PAGE>
SCHEDULE A (Continued)
CHART HOUSE ENTERPRISES, INC. RESTAURANT EMPLOYEES 401(k) PLAN
Item 27A - Schedule of Assets Held for Investment Purposes
As of December 31, 1996
<TABLE>
<CAPTION>
Equity Account - Continued
(Managed by Provident
Investment Council) Units Market
Asset Description Held Cost Value
- ----------------- ------ ------- -------
<S> <C> <C> <C>
ADC Telecommunications Inc. 120 3,709 3,735
Analog Devices Inc. 240 4,788 8,130
Andrew Corp. 84 2,506 4,434
Automatic Data Processing Inc. 58 1,707 2,479
British Sky Broadcasting Group
Plc Sponsored ADR 71 2,180 3,723
Ceridian Corp. 89 4,450 3,623
Cisco Sys Inc. 196 6,472 12,493
Computer Assoc Intl Inc. 240 8,272 11,940
Computer Sciences Corp. 83 4,786 6,809
Danka Business Sys Plc
Sponsored ADR 110 4,443 3,898
Electronic Data Sys. Corp. New 119 6,239 5,143
Lucent Technologies Inc. 191 8,990 8,830
Microsoft Corp. 312 8,945 25,778
Oracle Corp. 303 5,083 12,633
Gucci Group NV SHS NY Registry 48 3,691 3,066
Monsanto Co. 158 4,565 6,149
Ascend Communications Inc. 72 5,329 4,473
Thermo Electron Corp. 150 6,199 6,183
Tyco Intl Ltd. 195 6,028 10,324
Ericsson L M Tel Co. ADR Cl B
SEK 10 749 11,059 22,623
Worldcom Inc. 249 5,729 6,483
AES Corp. 112 5,314 5,225
Boston Scientific Corp. 141 7,192 8,444
-------- --------
Total Equity Account $361,346 $501,075
======== ========
</TABLE>
<PAGE>
SCHEDULE A (Continued)
CHART HOUSE ENTERPRISES, INC. RESTAURANT EMPLOYEES 401(k) PLAN
Item 27A - Schedule of Assets Held for Investment Purposes
As of December 31, 1996
<TABLE>
<CAPTION>
Balanced Account
(Managed by Value Line Asset
Management) Units Market
Asset Description Held Cost Value
- ----------------- ------ ------- -------
<S> <C> <C> <C>
Short-Term Investments
Reserve Deposit Acct. (RDA
VI) 23,748 $23,748 $23,748
Government
United States Treasury Notes 32,613 32,511 33,576
(2/28/95 7 1/8% 2/29/2000)
Equities and Convertibles
American Bankers Ins. Group Inc. 65 2,780 3,335
American Financial Group Inc. 98 3,290 3,693
American Intl Group Inc. 37 2,547 3,972
Dime Bancorp. Inc. New 326 4,320 4,810
Fifth Third Bancorp 86 3,010 5,377
First Empire St. Corp. 16 3,848 4,696
Green Tree Financial Corp. 130 2,560 5,039
Greenpoint Financial Corp. 82 2,344 3,873
Amgen Inc. 98 3,280 5,320
Healthcare Compare Corp. 98 2,960 4,146
Johnson & Johnson 110 2,941 5,484
Medtronic Inc. 98 3,718 6,653
Merck & Co. Inc. 65 2,636 5,194
Millipore Corp. 98 3,351 4,048
Schering Plough Corp. 82 3,124 5,279
Stryker Corp. 130 2,886 3,897
Coca Cola Co. 98 2,813 5,149
Gillette Co. 82 3,450 6,339
CUC International Inc. 171 3,424 4,152
La Quinta Inns Inc. 171 2,369 3,274
Manpower Inc Wis 98 2,862 3,180
Marriott International Inc. 82 3,710 4,505
Staples Inc. 183 2,344 3,314
Sysco Corp. 98 2,691 3,192
ADC Telecommunications Inc. 163 2,548 5,075
Andrew Corp. 98 3,343 5,192
Cisco Sys Inc. 163 2,833 10,374
Computer Assoc Intl Inc. 110 2,923 5,476
Danka Business Sys Plc
Sponsored ADR 114 3,168 4,038
Emccorp Mass 130 2,511 4,321
Intel Corp. 57 3,717 7,473
Microsoft Corp. 65 3,009 5,389
</TABLE>
<PAGE>
SCHEDULE A (Continued)
CHART HOUSE ENTERPRISES, INC. RESTAURANT EMPLOYEES 401(k) PLAN
Item 27A - Schedule of Assets Held for Investment Purposes
As of December 31, 1996
<TABLE>
<CAPTION>
Balanced Account - Continued
(Managed by Value Line Asset
Management) Units Market
Asset Description Held Cost Value
- ----------------- ------ -------- --------
<S> <C> <C> <C>
Oracle Corp. 122 3,373 5,106
Tellabs Inc. 130 2,218 4,908
Teradyne Inc. 130 2,682 3,180
Alco Std Corp. 98 3,987 5,051
Chemfirst Inc. 114 1,321 2,640
Getchell Gold Corp. 81 1,069 3,098
Mississippi Chem Corp. New 38 462 915
Praxair Inc. 245 5,229 11,281
Arrow Electrs Inc. 65 3,310 3,490
Black & Decker Corp. 228 6,232 6,877
Moog Inc. CL A 114 2,479 2,668
Thermo Electron Corp. 122 3,587 5,045
Worldcom Inc. 163 3,710 4,250
Idex Corp. 98 2,483 3,901
-------- --------
Total Balanced Account $195,711 $274,993
======== ========
</TABLE>
<PAGE>
SCHEDULE A (Continued)
CHART HOUSE ENTERPRISES, INC. RESTAURANT EMPLOYEES 401(k) PLAN
Item 27A - Schedule of Assets Held for Investment Purposes
As of December 31, 1996
<TABLE>
<CAPTION>
Income Account
(Managed by Howe & Rusling Investment
Management) Units Market
Asset Description Held Cost Value
- -------------------------------------------------- --------- --------- --------
<S> <C> <C> <C>
Short-Term Investments
Reserve Deposit Acct. (RDA VI) 5,352 $ 5,352 $ 5,352
Government
United States Treasury Notes 6,664 7,576 6,982
(7 7/8% 11/15/1999)
United States Treasury Notes 13,328 14,042 14,030
(7 1/2% 11/15/2001)
United States Treasury Notes 6,664 6,584 6,656
(6 1/4% 2/15/2003)
United States Treasury Notes 9,330 8,579 9,083
(5 7/8% 2/15/2004)
United States Treasury Notes 6,664 7,095 7,012
(7 1/4% 5/15/2004)
United States Treasury Bonds 26,656 33,012 32,078
(9 3/8% 2/15/2006)
United States Treasury Bonds 7,997 7,927 8,048
(6 1/2% 8/15/2005)
United States Treasury Bonds 17,326 17,887 18,000
(7% 7/15/2006)
Corporate
Xerox Cr Corp Note (10% 4/01/99) 6,664 7,983 7,164
Philip Morris Co. Inc. Notes (7 1/8% 12/01/1999) 6,664 7,038 6,763
Ford Motor Co. Del (9% 9/15/2001) 2,666 3,173 2,914
-------- --------
Total Income Account $126,248 $124,082
======== ========
</TABLE>
<PAGE>
SCHEDULE A (Continued)
CHART HOUSE ENTERPRISES, INC. RESTAURANT EMPLOYEES 401(k) PLAN
Item 27A - Schedule of Assets Held for Investment Purposes
As of December 31, 1996
<TABLE>
<CAPTION>
Money Market Account
(Managed by Boston Safe Deposit & Trust Co.) Units Market
Asset Description Held Cost Value
- ----------------- --------- --------- ---------
<S> <C> <C> <C>
Employee Benefit Deposit Acct. (EBDA) 456,300 $456,300 $456,300
-------- ---------
Total Money Market Account $456,300 $456,300
======== ========
</TABLE>
<TABLE>
<CAPTION>
Company Stock Account
Units Market
Asset Description Held Cost Value
- ----------------- -------- ---------- ----------
<S> <C> <C> <C>
Short-Term Investments
Reserve Deposit Acct. (RDA VI) 1,199 $ 1,199 $ 1,199
Equities and Convertibles
Chart House Enterprises, Inc. 34,465 265,774 172,326
---------- -----------
Total Company Stock Account $ 266,973 $ 173,525
========== ==========
Total Investments Held $1,406,578 $1,529,975
========== ===========
</TABLE>
<PAGE>
SCHEDULE B
CHART HOUSE ENTERPRISES, INC. RESTAURANT EMPLOYEES 401(k) PLAN
Item 27D - Schedule of Reportable Transactions
For the Year Ended December 31, 1996
<TABLE>
<CAPTION>
SERIES OF TRANSACTIONS
- -----------------------
Number in Series Dollar Value Of
Identity of ----------------- ----------------- Net Gain
Party Involved Asset Description Purchases Sales Purchases Sales Cost (a) (Loss)
- --------------------- ------------------------ --------- ----- --------- -------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C>
Chart House
Enterprises, Inc. Common Stock 4 11 $ 48,944 $ 88,787 $121,489 $(32,702)
SBS Trust Co. Reserve Deposit Account
(RDA VI) 78 64 551,881 600,173 600,173 -
SBS Trust Co. Employee Benefit Deposit
Account (EBDA) 17 12 77,691 107,014 107,014 -
</TABLE>
(a) Cost was equal to market value on transaction date.
<PAGE>
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
-----------------------------------------
As independent public accountants, we hereby consent to the incorporation
of our report included in this Annual Report on Form 11-K for the Chart House
Enterprises, Inc. Restaurant Employees 401(k) Plan into the Chart House
Enterprises Inc.'s previously filed Registration Statement File No. 33-34947 for
the Plan.
ARTHUR ANDERSEN LLP
San Diego, California
May 28, 1997
