<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

(Mark One)

(X)     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
        EXCHANGE ACT OF 1934

        For the quarterly period ended             January 31, 2000
                                       ----------------------------------------

                                       OR

( )     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 0-12226



                       CALIFORNIA BEACH RESTAURANTS, INC.
             ------------------------------------------------------
             (Exact name of Registrant as specified in its charter)



          CALIFORNIA                                     95-2693503
-------------------------------             ------------------------------------
(State or other jurisdiction of             (IRS Employer Identification Number)
incorporation or organization)


         17383 Sunset Boulevard, Suite 140, Pacific Palisades, CA 90272
         --------------------------------------------------------------
              (Address and zip code of Principal executive offices)

                                 (310) 459-9676
              ----------------------------------------------------
              (Registrant's telephone number, including area code)


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 for such shorter period that the registrant was
required to file such reports) and (2) has been subject to the filing
requirements for at least the past 90 days.

                    Yes     [X]                   No     [ ]


Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of the latest practicable date:


                                               Number of Shares Outstanding
          Class                                     at March 14, 2000
          -----                                     ------------------

Common Stock, $.01 par value                           3,400,927
----------------------------                   -----------------------------


<PAGE>   2

               CALIFORNIA BEACH RESTAURANTS, INC. AND SUBSIDIARIES

                                JANUARY 31, 2000


                                      INDEX






<TABLE>
<CAPTION>
Part I - FINANCIAL INFORMATION                                                      Page Number
                                                                                    -----------
<S>                                                                                     <C>
        Item 1.  Financial Statements (Unaudited)

                 Consolidated Balance Sheets at January 31, 2000
                 and April 30, 1999......................................................3

                 Consolidated Statements of Operations for the
                 Three Months Ended and Nine Months Ended
                 January 31, 2000 and 1999...............................................5

                 Consolidated Statements of Cash Flows for the
                 Nine Months Ended January 31, 2000 and 1999.............................6

                 Notes to Consolidated Financial Statements..............................7

        Item 2.  Management's Discussion and Analysis of Financial
                 Condition and Results of Operations.....................................9

        Item 3.  Quantitative and Qualitative Disclosures about Market Risk..............12

Part II - OTHER INFORMATION

        Item 1.  Legal Proceedings.......................................................12

        Item 2.  Changes in Securities and Use of Proceeds ..............................13

        Item 3.  Defaults Upon Senior Securities.........................................13

        Item 4.  Submission of Matters to a Vote of Security Holders.....................13

        Item 5.  Other Information.......................................................13

        Item 6.  Exhibits and Reports on Form 8-K........................................13

        Signature Page...................................................................14
</TABLE>


<PAGE>   3



               CALIFORNIA BEACH RESTAURANTS, INC. AND SUBSIDIARIES

                           CONSOLIDATED BALANCE SHEETS

                                     ASSETS





<TABLE>
<CAPTION>
                                                 January 31, 2000    April 30, 1999
                                                 ----------------    --------------
                                                     (Unaudited)           (1)
Current Assets:
<S>                                              <C>                 <C>
    Cash                                             $   62,000        $1,018,000
    Trade and other receivables                          41,000            50,000
    Inventories                                         211,000           211,000
    Prepaid expenses                                    282,000           310,000
                                                     ----------        ----------

      Total current assets                              596,000         1,589,000

Fixed Assets (at cost) - net of accumulated
    depreciation and amortization                     3,087,000         2,083,000

Other Assets:

    Goodwill, net of accumulated amortization
    of $6,559,000 at January 31, 2000 and
    $6,010,000 at April 30, 1999                        165,000           714,000

    Other                                               187,000           190,000
                                                     ----------        ----------

                                                     $4,035,000        $4,576,000
                                                     ==========        ==========
</TABLE>


The accompanying notes to consolidated financial statements are an integral part
of this statement.


(1)   The April 30, 1999 amounts have been extracted from the Company's Annual
      Report on Form 10-K for the year ended April 30, 1999.


<PAGE>   4


               CALIFORNIA BEACH RESTAURANTS, INC. AND SUBSIDIARIES

                           CONSOLIDATED BALANCE SHEETS

                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)



<TABLE>
<CAPTION>
                                                  January 31, 2000       April 30, 1999
                                                  ----------------       --------------
                                                     (Unaudited)              (1)
Current Liabilities:
<S>                                               <C>                    <C>
    Accounts payable                                 $    468,000         $    287,000
    Accrued liabilities                                   722,000            1,021,000
    Current portion of note payable                       183,000              123,000
    Line of credit                                        262,000                    -
                                                     ------------         ------------

      Total current liabilities                         1,635,000            1,431,000

    Note payable, less current portion                    840,000              699,000
    Subordinated convertible notes                      1,800,000            1,800,000
    Deferred rent                                         388,000              405,000
    Other liabilities                                      83,000              137,000

Stockholders' Equity (Deficit):

    Common stock, $.01 par value, authorized
    25,000,000 shares, issued and outstanding,
    3,401,000 shares at January 31, 2000 and
    at April 30, 1999                                      34,000               34,000


    Additional paid-in capital                         13,175,000           13,175,000

    Deficit in retained earnings                      (13,920,000)         (13,105,000)
                                                     ------------         ------------

      Total stockholders' equity (deficit)               (711,000)             104,000
                                                     ------------         ------------
                                                     $  4,035,000         $  4,576,000
                                                     ============         ============
</TABLE>




The accompanying notes to consolidated financial statements are an integral part
of this statement.


(1)   The April 30, 1999 amounts have been extracted from the Company's Annual
      Report on Form 10-K for the year ended April 30, 1999.


<PAGE>   5

               CALIFORNIA BEACH RESTAURANTS, INC. AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF OPERATIONS

                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                  Three Months Ended                    Nine Months Ended
                                                       January 31,                          January 31,
                                             -------------------------------       -------------------------------
                                                 2000               1999               2000               1999
                                             ------------       ------------       ------------       ------------
<S>                                          <C>                <C>                <C>                <C>
Sales                                        $  3,595,000       $  3,475,000       $ 10,258,000       $ 10,613,000

Costs and expenses:

    Cost of goods sold                          3,417,000          3,362,000          9,254,000          9,267,000
    Selling, general and administrative           314,000            303,000            765,000            773,000
    Depreciation                                  136,000             80,000            286,000            204,000
                                             ------------       ------------       ------------       ------------
                                                 (272,000)          (270,000)           (47,000)           369,000

Other income (expenses):

    Interest expense                              (49,000)           (78,000)          (219,000)          (222,000)
    Amortization of intangible assets            (218,000)          (216,000)          (549,000)          (548,000)
                                             ------------       ------------       ------------       ------------

Loss before income taxes                         (539,000)          (564,000)          (815,000)          (401,000)
Provision for income taxes                              -              5,000                  -             14,000
                                             ------------       ------------       ------------       ------------

Net loss                                     $   (539,000)      $   (569,000)      $   (815,000)      $   (415,000)
                                             ============       ============       ============       ============

Net loss per common share
 (Basic and Diluted):                        $       (.16)      $       (.17)      $       (.24)      $       (.12)
                                             ============       ============       ============       ============

Weighted average number of
 common shares outstanding:                     3,401,000          3,401,000          3,401,000          3,401,000
                                             ============       ============       ============       ============
</TABLE>


The accompanying notes to consolidated financial statements are an integral part
of this statement.


<PAGE>   6


               CALIFORNIA BEACH RESTAURANTS, INC. AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                          NINE MONTHS ENDED JANUARY 31,

                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                            2000              1999
                                                        -----------       -----------
<S>                                                     <C>               <C>
Cash flows from operating activities:

Net loss                                                $  (815,000)      $  (415,000)
Adjustments to reconcile net loss
to cash provided by operations:
    Depreciation and amortization                           835,000           752,000
Changes in operating assets and liabilities:
    Trade and other receivables                               9,000            14,000
    Inventories                                                   -           (32,000)
    Prepaid expenses                                         28,000           183,000
    Other assets                                              3,000           (18,000)
    Accounts payable                                        181,000            44,000
    Accrued liabilities                                    (299,000)           97,000
    Deferred rent                                           (17,000)           50,000
    Other liabilities                                       (54,000)          (30,000)
                                                        -----------       -----------


Cash (used in) provided by operations                      (129,000)          645,000
                                                        -----------       -----------

Investing activities:
    Additions to fixed assets                            (1,290,000)         (540,000)
                                                        -----------       -----------

 Net cash used in investing activities                   (1,290,000)         (540,000)
                                                        -----------       -----------

Financing activities:

    Borrowings                                              529,000           100,000
    Principal payments on borrowings                        (66,000)         (200,000)
                                                        -----------       -----------

Net cash provided by (used in) financing activities         463,000          (100,000)
                                                        -----------       -----------

Net (decrease) increase in cash                            (956,000)            5,000
Cash at beginning of period                               1,018,000           252,000
                                                        -----------       -----------

Cash at end of period                                   $    62,000       $   257,000
                                                        ===========       ===========

Supplemental disclosures of cash flow information:

Cash paid during the period for:
    Interest                                            $   146,000       $    78,000
                                                        ===========       ===========
    Income taxes                                        $         -       $         -
                                                        ===========       ===========
</TABLE>


The accompanying notes to consolidated financial statements are an integral part
of this statement


<PAGE>   7



               CALIFORNIA BEACH RESTAURANTS, INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                   (UNAUDITED)


BASIS OF PRESENTATION

The unaudited consolidated financial statements presented herein include the
accounts of California Beach Restaurants, Inc., and its wholly-owned
subsidiaries (the "Company"). All significant intercompany accounts and
transactions have been eliminated.

The unaudited consolidated financial statements presented herein have been
prepared in accordance with generally accepted accounting principles and the
instructions to Form 10-Q and article 10 of Regulation S-X and do not include
all of the information and footnote disclosures required by generally accepted
accounting principles for complete financial statements. In the opinion of
management, the accompanying financial statements include all adjustments
(consisting of normal recurring accruals) necessary for a fair presentation of
the Company's financial position and results of operations. The results of
operations for the nine month period ended January 31, 2000 may not be
indicative of the results that may be expected for the year ending April 30,
2000. These statements should be read in conjunction with the financial
statements and notes thereto included in the Company's Form 10-K for the
year-ended April 30, 1999.

Certain amounts have been reclassified in the Fiscal 1999 financial statements
to conform to the Registrant's Fiscal 2000 presentation.


ACCOUNTING PERIODS

The Company's restaurant operations are conducted through its wholly-owned
subsidiary, Sea View Restaurants, Inc. ("Sea View"). The Company's consolidated
financial statements for the three months and nine months ended January 31, 2000
and 1999 include Sea View's operations for the sixteen weeks and forty weeks
ended February 3, 2000 and February 4, 1999, respectively.


FIXED ASSETS


<TABLE>
<CAPTION>
                                                 January 31, 2000     April 30, 1999
                                                 ----------------     --------------
<S>                                              <C>                  <C>
Construction in progress                            $         -       $ 1,507,000
Leasehold improvements                                4,552,000         2,737,000
Furniture and equipment                               2,013,000         1,031,000
                                                    -----------       -----------
                                                      6,565,000         5,275,000
Less accumulated depreciation and amortization       (3,478,000)       (3,192,000)
                                                    -----------       -----------
                                                    $ 3,087,000       $ 2,083,000
                                                    ===========       ===========
</TABLE>


<PAGE>   8


               CALIFORNIA BEACH RESTAURANTS, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

                                   (UNAUDITED)

LINE OF CREDIT

On July 7, 1999, the Registrant entered into a one year, $500,000 revolving line
of credit agreement with Santa Monica Bank. The agreement provides for interest
at prime plus 1% on all amounts borrowed, requires a commitment fee of 1/2%, and
is secured by certain assets of the Registrant, including its license agreement
with MCA for use of the name Gladstone's. It is also guaranteed by Sea View. The
agreement requires the Registrant to comply with certain cash flow and liquidity
covenants, and includes a 60 consecutive days out of debt requirement. The
Registrant utilized $437,500 of the capacity of the revolving line of credit as
collateral support for a letter of credit issued by Santa Monica Bank pursuant
to the Concession Agreement. The letter of credit expires on July 6, 2000.

On September 30, 1999, the Registrant and Santa Monica Bank amended the terms of
the revolving line of credit agreement to provide for a $200,000 increase in the
maximum amount of the line of credit from $500,000 to $700,000. The additional
$200,000 of available borrowing capacity will be available to the Registrant
during the period November 1, 1999 through March 31, 2000 only, after which the
line of credit will revert to its original $500,000 borrowing limit. At January
31, 2000, the Registrant had $262,000 in borrowings outstanding under the line
of credit.

The Registrant's results of operations for the nine months ended January 31,
2000 failed to satisfy the minimum debt service coverage ratio required by the
Registrant's Line of Credit Agreement with Santa Monica Bank, as such ratio is
specifically defined in an affirmative covenant therein. The Registrant has
obtained a waiver of the covenant violation from Santa Monica Bank.
<PAGE>   9


               CALIFORNIA BEACH RESTAURANTS, INC. AND SUBSIDIARIES


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.


RESULTS OF OPERATIONS


RESTAURANT REVENUES

Restaurant operations include the results of Gladstone's 4 Fish ("Gladstone's")
in Pacific Palisades, California and RJ's - Beverly Hills in Beverly Hills,
California.

Total sales for the three months ended January 31, 2000 were $3,595,000 compared
with $3,475,000 for the same period last year, an increase of $120,000 or 3.5%.
For the nine months ended January 31, 2000, total sales were $10,258,000
compared with $10,613,000 for the same period last year, a decrease of $355,000
or 3.3%.

The Registrant completed the construction of substantial improvements to its
Gladstone's restaurant in October, 1999. The improvements have enhanced the
dining accommodations available to Gladstone's patrons, and the Registrant
believes that the increase in sales at Gladstone's and RJ's - Beverly Hills for
the three months ended January 31, 2000 as compared to the comparable period in
the prior year is the result of increased customer satisfaction with the
remodeled Gladstone's facility and the Registrant's continuing efforts to
improve the quality of the food and service provided to its restaurant patrons.

Construction of the improvements to Gladstone's was performed while the
restaurant remained open to the public; however, substantial, albeit temporary,
declines in seating capacity attributable to such construction adversely
affected sales during the first and second quarters of Fiscal 2000 and resulted
in the decrease in sales for the nine months ended January 31, 2000, as compared
to the corresponding period in the prior year.

COST OF GOODS SOLD

Cost of goods sold includes all food, beverages, liquor, direct labor and other
operating expenses, including rent, of the Registrant's restaurant operations.

Cost of goods sold for the three months ended January 31, 2000 was $3,417,000 or
95.0%, as a percentage of sales, compared with $3,362,000, or 96.7%, as a
percentage of sales, during the same period last year. Cost of goods sold for
the nine months ended January 31, 2000 was $9,254,000, or 90.2%, as a
percentage of sales, compared with $9,267,000, or 87.3%, as a percentage of
sales, during the same period last year.

The decrease in cost of goods sold as a percentage of sales for the three months
ended January 31, 2000 as compared to the comparable period in the prior year is
attributable to greater operating efficiencies resulting from the improvements
to Gladstone's and the Registrant's ongoing efforts to control costs. The
increase in costs of goods sold as a percentage of sales for the nine months
ended January 31, 2000 as compared to the corresponding period in the prior year
is the result of increased operating costs incurred during

<PAGE>   10

               CALIFORNIA BEACH RESTAURANTS, INC. AND SUBSIDIARIES


COST OF GOODS SOLD (CONT.)

the first and second quarters of Fiscal 2000 attributable to the construction of
improvements to Gladstone's during normal operating hours while the restaurant
remained open to the public. The Registrant's efforts to minimize inconvenience
and provide uninterrupted service to the public during that time resulted in
temporary increases in labor and other operating costs that are not expected to
recur. Additionally, during the nine months ended January 31, 2000, the County
of Los Angeles increased its assessment of value for the Gladstone's property,
resulting in a property tax increase which the Registrant is contesting.

Cost of goods sold will typically be slightly lower during the first and second
quarters due to additional economies of scale that can be achieved with labor
and certain other costs when sales levels are higher. For the fiscal year ended
April 30, 1999, cost of goods sold, as a percentage of sales, was 87.1%.

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES

For the three months ended January 31, 2000, selling, general and administrative
expenses were $314,000 compared with $303,000 for the same period in the prior
year, an increase of $11,000, or 3.6%. For the nine months ended January 31,
2000, selling, general and administrative expenses were $765,000 compared with
$773,000 for the comparable period in the previous year, a decrease of $8,000,
or 1.0%.

Costs of professional services incurred as a result of the Registrant's efforts
to contest an increase in property taxes attributable to the Gladstone's
property are the primary cause of the increase in selling, general and
administrative expenses for the three months ended January 31, 2000 as compared
to the same period in the prior year. The decrease in selling, general and
administrative expenses for the nine months ended January 31, 2000 as compared
to the corresponding period in the prior year is the result of the Registrant's
implementation of certain strategies to control such costs.

DEPRECIATION/AMORTIZATION OF INTANGIBLE ASSETS

For the three months and nine months ended January 31, 2000, depreciation
expense was $136,000 and $286,000, respectively, compared with $80,000 and
$204,000, respectively, for the same periods last year. During the nine months
ended January 31, 2000, the Registrant placed $1,507,000 of assets that were
classified as construction in progress at April 30, 1999 into service, and
also purchased an additional $1,290,000 of fixed assets, resulting in a
substantial increase in depreciation expense for the three and nine months ended
January 31, 2000 as compared to the comparable periods in the prior year.

Amortization expense relates completely to the Registrant's Goodwill and other
intangible assets and will approximate $714,000 per year.

IMPACT OF YEAR 2000

In prior periods, the Registrant described the nature and progress of its plans
to address the Year 2000 issue that resulted from computer programs being
written using two digits rather than four to define the applicable year. The
Year 2000 issue was a threat to computer programs that had time-sensitive
software which could have caused computers to recognize a date using "00"

<PAGE>   11

               CALIFORNIA BEACH RESTAURANTS, INC. AND SUBSIDIARIES


IMPACT OF YEAR 2000 (CONT.)

as the year 1900 rather than the year 2000, resulting in system failures or
miscalculations and disruptions of operations.

In 1999, the Registrant completed its remediation and testing of systems. As a
result of those planning and implementation efforts, the Registrant experienced
no significant disruptions in its computer systems and believes those systems
successfully responded to the Year 2000 date change. The Registrant is not aware
of any material problems attributable to Year 2000 issues, either with its
computer systems, or the computer systems of the suppliers and vendors that are
critical to its operations. The Registrant will continue to monitor its computer
applications and those of its suppliers and vendors throughout the year 2000 to
ensure that any latent Year 2000 matters that may arise are addressed promptly.

LIQUIDITY AND CAPITAL RESOURCES

On March 30, 1999, the Registrant completed a private offering of $1,800,000 of
subordinated, convertible notes ("Subordinated Notes") to a limited number of
existing shareholders of the Registrant who are "accredited investors" within
the meaning of Regulation D promulgated under the Securities Act of 1933, as
amended. The proceeds of the offering were used to retire existing indebtedness
to Outside LLC, an entity affiliated with Overhead (as defined herein), and to
finance the renovations at Gladstone's. The Subordinated Notes are immediately
convertible into common stock of the Registrant at a rate of $1 per share, and
pay interest at 5% per annum. The Registrant may pay interest on the
Subordinated Notes in cash or in kind. The Subordinated Notes mature on March
30, 2003; provided, however, that the holders of the Subordinated Notes may
elect to receive payment for fifty percent of the outstanding Subordinated Notes
on March 30, 2002.

The Registrant has entered into an agreement for tenant improvement and
equipment financing with Lyon Credit Corporation ("TI Facility"). The terms of
the agreement provide for the extension of up to $1,200,000 of credit, to be
repaid over a 5 year period with interest at the rate of the yield to maturity
of the five year Treasury Note plus 4 percent. This financing is secured by
certain tenant improvements and equipment. At January 31, 2000, the balance due
under the TI Facility was $1,023,000.

The terms of the Concession Agreement required Sea View to post a $2,000,000
letter of credit as a security deposit for rental payments due to the County. In
the event that rents are not paid when due, the County may draw upon the letter
of credit. The letter of credit was reduced to $437,500 on July 31, 1999 upon
Sea View's satisfaction of certain conditions, including completion of the
required capital improvements and maintenance of certain net worth levels. The
Concession Agreement requires Sea View to reinstate the $2,000,000 letter of
credit in the event it fails to maintain the required net worth levels.

The Registrant posted the $2,000,000 letter of credit required by the Concession
Agreement by utilizing cash collateral provided by Overhead Partners, L.P.
("Overhead"), an entity affiliated with one of the Registrant's principal
shareholders and with a member of its board of directors. In consideration of
providing the cash collateral, the Registrant paid Overhead $50,000 for the
three months ended July 31, 1999. The $2,000,000 letter of credit expired on
July 31, 1999, and was replaced by a $437,500 letter of credit, in accordance
with the terms of the Concession Agreement.

On July 7, 1999, the Registrant entered into a one year, $500,000 revolving line
of credit agreement with Santa Monica Bank ("Line of Credit"). The agreement
provides for interest at prime plus 1% on all amounts borrowed, requires a
commitment fee of 1/2%, and is secured by certain assets of the
<PAGE>   12
 Registrant, including its license agreement with MCA for use of the name
Gladstone's. It is also guaranteed by Sea View. The agreement requires the
Registrant to comply with certain cash flow and liquidity covenants, and
includes a 60 consecutive days out of debt requirement. The Registrant utilized
$437,500 of the capacity of the revolving line of credit as collateral support
for a letter of credit issued by Santa Monica Bank pursuant to the Concession
Agreement. The letter of credit expires on July 6, 2000 and requires a
commitment fee of 1%. On September 30, 1999, the Registrant and Santa Monica
Bank amended the terms of the Line of Credit agreement to provide for a $200,000
increase in the maximum amount of the line of credit from $500,000 to $700,000.
The additional $200,000 of available borrowing capacity will be available to the
Registrant during the period November 1, 1999 through March 31, 2000 only, after
which the line of credit will revert to its original $500,000 borrowing limit.
As of January 31, 2000, the outstanding balance of the line of credit was
$262,000.

The Registrant's results of operations for the nine months ended January 31,
2000 failed to satisfy the minimum debt service coverage ratio required by the
Registrant's Line of Credit Agreement with Santa Monica Bank, as such ratio is
specifically defined in an affirmative covenant therein. The Registrant has
obtained a waiver of the covenant violation from Santa Monica Bank.

The Registrant is exploring various opportunities to expand its operations. The
Registrant's ability to expand is subject to the availability of debt or equity
financing on terms that are acceptable to the Registrant. There can be no
assurance that such financing will be available.

SPECIAL NOTE REGARDING FORWARD LOOKING STATEMENTS

Except for the historical information contained herein, certain statements in
this Form 10-Q, including statements in this Item are "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. Such forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause the actual results, performance
or achievement of the Registrant, or industry results, to be materially
different from any future results, performance or achievements expressed or
implied by such forward-looking statements. Such factors include, among others,
the following: the Registrant's ability to secure adequate debt or equity
financing in order to comply with the terms of the Gladstone's Concession
Agreement, including the maintenance of a letter of credit, the Registrant's
ability to generate an operating profit based on the terms of the Gladstone's
Concession Agreement; the impact on the Registrant of the Year 2000 Issue; that
its principal source of cash is funds generated from operations; that
restaurants historically have represented a high risk investment in a very
competitive industry; general and local economic conditions, which can, among
other things, impact tourism, consumer spending and restaurant revenues; weather
and natural disasters, such as earthquakes and fires, which can impact sales at
the Registrant's restaurants; quality of management; changes in, or the failure
to comply with, governmental regulations; unexpected increases in the cost of
key food products, labor and other operating expenses in connection with the
Registrant's business; and other factors referenced in this Form 10-Q and the
Registrant's other filings with the Securities and Exchange Commission.


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

        Not applicable as the Registrant is a small business issuer as defined
        by SEC regulations.

                                     PART II

                                OTHER INFORMATION

Item 1. Legal Proceedings.

        The Registrant is subject to normal and routine litigation. The amount
        of liability from the claims and actions against the Company cannot be
        determined with certainty, but in the

<PAGE>   13
        opinion of management, the ultimate liability from all pending legal
        proceedings should not materially affect the results of operations and
        liquidity of the Company.


Item 2. Changes in Securities and Use of Proceeds.

        None

Item 3. Defaults Upon Senior Securities.

        None

Item 4. Submission of Matters to a Vote of Security Holders.

        Not applicable.


Item 5. Other Information

        Not applicable.


Item 6. Exhibits and Reports on Form 8-K.

        (a) Exhibits

            27 Financial data schedule

        (b) Reports on Form 8-K

            None


<PAGE>   14

               CALIFORNIA BEACH RESTAURANTS, INC. AND SUBSIDIARIES



                                  Signature(s)


Pursuant to the requirements of the Securities Exchange Act of 1934, Registrant
has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.

                                 California Beach Restaurants, Inc. (Registrant)



Dated:  March 15, 2000           By: /s/ Alan Redhead
                                     ------------------------------------------
                                     Alan Redhead
                                     Chief Executive Officer



                                 By: /s/ Samuel E. Chilakos
                                     ------------------------------------------
                                     Samuel E. Chilakos
                                     Chief Financial Officer


<PAGE>   15

               CALIFORNIA BEACH RESTAURANTS, INC. AND SUBSIDIARIES

INDEX TO EXHIBITS

<TABLE>
<CAPTION>

Item
Number      Description
------      -----------
<S>         <C>
27          Financial data schedule (A)

(A)         FILED HEREWITH ELECTRONICALLY
</TABLE>