UNITED STATES
                       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 March 31, 2002.
          ---------------

     |_|  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 other jurisdiction of                  (I.R.S. Employer
      incorporation or organization)                  Identification No.)


                            4441 West Airport Freeway
                               Irving, Texas 75062
                    (Address of principal executive offices,
                               including zip code)


                                 (972) 258-8507
                         (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 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 |_|

          At  March  31,  2002,  an  aggregate  of  27,969,333   shares  of  the
     registrant's  Common Stock,  par value of $.10 each (being the registrant's
     only class of common stock), were outstanding.




<PAGE>




                         PART I - FINANCIAL INFORMATION



Item 1.  Financial Statements


                             CEC ENTERTAINMENT, INC.

                   INDEX TO CONSOLIDATED FINANCIAL STATEMENTS





                                                                   Page
                                                                  ------

Consolidated balance sheets......................................     2

Consolidated statements of earnings and comprehensive income.....     3

Consolidated statement of shareholders' equity...................     4

Consolidated statements of cash flows ...........................     5

Notes to consolidated financial statements.......................     6




















<PAGE>



<TABLE>
<CAPTION>


                                            CEC ENTERTAINMENT, INC.

                                          CONSOLIDATED BALANCE SHEETS

                                        (Thousands, except share data)

                                                    ASSETS
                                                                                   March 31,        December 31,
                                                                                      2002              2001
                                                                                  -----------       ------------
                                                                                  (unaudited)
<S>                                                                                <C>               <C>
  Current assets:
     Cash and cash equivalents..................................................   $  12,465         $   3,682
     Accounts receivable........................................................       6,734            11,603
     Inventories................................................................       8,293             9,556
     Prepaid expenses...........................................................       5,003             4,794
     Current portion of deferred tax asset......................................       1,234             1,234
                                                                                   ---------         ---------
       Total current assets.....................................................      33,729            30,869
                                                                                   ---------         ---------

  Property and equipment, net...................................................     436,488           423,267
                                                                                   ---------         ---------

  Other assets:
    Assets held for resale......................................................       2,323             2,231
    Notes receivable from related parties, less current portion ................       3,380             2,055
    Other ......................................................................       1,055             1,063
                                                                                   ---------         ---------
                                                                                       6,758             5,349
                                                                                   ---------         ---------
                                                                                   $ 476,975         $ 459,485
                                                                                   =========         =========

                                     LIABILITIES AND SHAREHOLDERS' EQUITY

  Current liabilities:
     Current portion of long-term debt..........................................   $     126         $     121
     Accounts payable and accrued liabilities...................................      49,383            39,738
                                                                                   ---------         ---------
          Total current liabilities.............................................      49,509            39,859
                                                                                   ---------         ---------

  Long-term debt, less current portion..........................................      21,458            51,942
                                                                                   ---------         ---------

  Deferred rent.................................................................       3,549             3,401
                                                                                   ---------         ---------

  Deferred tax liability........................................................      24,823            19,825
                                                                                   ---------         ---------

  Other accrued liabilities.....................................................       4,750             4,750
                                                                                   ---------         ---------

  Commitments and contingencies

  Redeemable preferred stock, $60 par value, redeemable for $2,822 in 2005......       2,493             2,472
                                                                                   ---------         ---------

  Shareholders' equity:
     Common stock, $.10 par value; authorized 100,000,000 shares; 35,587,939
          and 35,325,273 shares issued, respectively ...........................       3,559             3,533
     Capital in excess of par value.............................................     199,925           192,041
     Retained earnings .........................................................     265,788           239,070
     Accumulated other comprehensive loss ......................................        (178)             (178)
     Less treasury shares of 7,618,606 and 7,586,106, respectively, at cost.....     (98,701)          (97,230)
                                                                                   ---------         ---------
                                                                                     370,393           337,236
                                                                                   ---------         ---------
                                                                                   $ 476,975         $ 459,485
                                                                                   =========         =========

                                See notes to consolidated financial statements.

</TABLE>

<PAGE>
<TABLE>
<CAPTION>




                                            CEC ENTERTAINMENT, INC.

                                      CONSOLIDATED STATEMENTS OF EARNINGS
                                           AND COMPREHENSIVE INCOME

                                                  (Unaudited)
                                      (Thousands, except per share data)

                                                                                    Three Months Ended
                                                                              -------------------------------
                                                                              March 31, 2002    April 1, 2001
                                                                              --------------    -------------
<S>                                                                              <C>                <C>
Food and beverage revenues................................................       $ 114,841          $ 110,822
Games and merchandise revenues............................................          56,950             51,377
Franchise fees and royalties..............................................             926                926
Interest income, including related party income of $74 and $42,
   respectively...........................................................              76                 83
                                                                                 ---------          ---------
                                                                                   172,793            163,208
                                                                                 ---------          ---------

Costs and expenses:
   Cost of sales..........................................................          73,691             68,467
   Selling, general and administrative expenses...........................          19,836             21,298
   Depreciation and amortization..........................................           9,153              8,286
   Interest expense.......................................................             293                710
   Other operating expenses...............................................          25,966             23,161
                                                                                 ---------          ---------
                                                                                   128,939            121,922
                                                                                 ---------          ---------

Income before income taxes................................................          43,854             41,286

Income taxes..............................................................          17,058             16,102
                                                                                 ---------          ---------

Net income ...............................................................          26,796             25,184

Other comprehensive income, net of tax:
   Foreign currency translation...........................................               0                (79)
                                                                                 ---------          ---------
Comprehensive income......................................................       $  26,796          $  25,105
                                                                                 =========          =========

Earnings per share:
   Basic:
     Net income ..........................................................       $     .96          $     .90
                                                                                 =========          =========
     Weighted average shares outstanding..................................          27,862             27,745
                                                                                 =========          =========

   Diluted:
     Net income  .........................................................       $     .94          $     .88
                                                                                 =========          =========
     Weighted average shares outstanding..................................          28,555             28,521
                                                                                 =========          =========




                                See notes to consolidated financial statements.

</TABLE>

<PAGE>
<TABLE>
<CAPTION>


                                   CEC ENTERTAINMENT, INC.

                         CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY

                                          (Unaudited)
                               (Thousands, except per share data)


                                                                       Amounts        Shares
                                                                      ---------      -------
<S>                                                                   <C>            <C>
Common stock and capital in excess of par value:
   Balance, beginning of year.....................................    $ 195,574       35,325
   Stock options exercised........................................        5,135          263
   Net tax benefit from exercise of options ......................        2,775
                                                                      ---------      -------
   Balance, March 31, 2002........................................      203,484       35,588
                                                                      ---------      =======

Retained earnings:
   Balance, beginning of year.....................................      239,070
   Net income.....................................................       26,796
   Redeemable preferred stock accretion...........................          (22)
   Redeemable preferred stock dividend, $1.20 per share...........          (56)
                                                                      ---------
   Balance, March 31, 2002........................................      265,788
                                                                      ---------

Accumulated other comprehensive income:
   Balance, beginning of year.....................................         (178)
   Foreign currency translation...................................            0
                                                                      ---------
   Balance, March 31, 2002........................................         (178)
                                                                      ---------

Treasury shares:
   Balance, beginning of year.....................................      (97,230)       7,586
   Treasury stock acquired........................................       (1,471)          33
                                                                      ---------      -------
   Balance, March 31, 2002........................................      (98,701)       7,619
                                                                      ---------      =======

Total shareholders' equity........................................    $ 370,393
                                                                      =========

















                        See notes to consolidated financial statements.

</TABLE>

<PAGE>
<TABLE>
<CAPTION>



                                            CEC ENTERTAINMENT, INC.

                                     CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                  (Unaudited)
                                                  (Thousands)


                                                                                     Three Months Ended
                                                                                -----------------------------
                                                                                March 31, 2002  April 1, 2001
                                                                                --------------  -------------
<S>                                                                                  <C>             <C>
Operating activities:
   Net income ...............................................................        $ 26,796        $ 25,184
   Adjustments to reconcile net income to cash
     provided by operations:
   Depreciation and amortization.............................................           9,153           8,286
   Deferred income tax expense...............................................           4,998           1,693
   Tax benefit from exercise of stock options ...............................           2,775           2,571
   Other ....................................................................             204             242
   Net change in receivables, inventory, prepaids, payables and
     accrued liabilities.....................................................          15,568          20,450
                                                                                     --------        --------
         Cash provided by operations.........................................          59,494          58,426
                                                                                     --------        --------

Investing activities:
   Purchases of property and equipment.......................................         (22,416)        (26,203)
   Additions to notes receivable.............................................          (1,707)         (1,100)
   Payments received on notes receivable.....................................             382             733
   (Increase)/decrease in assets held for resale and other assets............             (98)         (1,068)
                                                                                     --------        --------
         Cash used in investing activities...................................         (23,839)        (27,638)
                                                                                     --------        --------

Financing activities:
   Payments on debt  ........................................................         (30,479)        (26,442)
   Exercise of stock options ................................................           5,135           4,813
   Redeemable preferred stock dividends .....................................             (56)            (59)
   Purchase of treasury stock ...............................................          (1,471)         (7,881)
   Other ...................................................................               (1)             97
                                                                                     --------        --------
         Cash used in financing activities...................................         (26,872)        (29,472)
                                                                                     --------        --------

Increase in cash and cash equivalents .......................................           8,783           1,316
Cash and cash equivalents, beginning of period...............................           3,682           7,300
                                                                                     --------        --------
Cash and cash equivalents, end of period.....................................        $ 12,465        $  8,616
                                                                                     ========        ========














                                See notes to consolidated financial statements.

</TABLE>

<PAGE>



                             CEC ENTERTAINMENT, INC.

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                   (Unaudited)


1.   Interim financial statements:

     In the opinion of management, the accompanying financial statements for the
periods  ended  March  31,  2002  and  April 1,  2001  reflect  all  adjustments
(consisting  only of normal recurring  adjustments)  necessary to present fairly
the  Company's  financial  condition,  results of  operations  and cash flows in
accordance with generally accepted accounting principles.

     Certain  information  and  footnote  disclosures  normally  included in the
consolidated financial statements prepared in accordance with generally accepted
accounting  principles have been omitted. The unaudited  consolidated  financial
statements  referred to above should be read in  conjunction  with the financial
statements and notes thereto  included in the Company's Form 10-K filed with the
Securities and Exchange Commission for the year ended December 30, 2001. Results
of  operations  for the  periods  ended March 31, 2002 and April 1, 2001 are not
necessarily indicative of the results for the year.


2.   Earnings per common share:

     Earnings  per common  share were  computed  based on the  weighted  average
number of common and potential common shares  outstanding during the period. Net
income  available  per common share has been  adjusted  for the items  indicated
below,  and earnings  per common and  potential  common  share were  computed as
follows (thousands, except per share data):

                                                            Three Months Ended
                                                           --------------------
                                                           March 31,   April 1,
                                                             2002        2001
                                                           ---------   --------

Net income ..............................................  $ 26,796    $ 25,184
Accretion of redeemable preferred stock..................       (22)        (26)
Redeemable preferred stock dividends.....................       (56)        (59)
                                                           --------    --------
Adjusted income applicable to common shares..............  $ 26,718    $ 25,099
                                                           ========    ========

Basic:
    Weighted average common shares outstanding...........    27,862      27,745
                                                           ========    ========

    Earnings per common share............................  $    .96    $    .90
                                                           ========    ========

Diluted:
    Weighted average common shares outstanding...........    27,862      27,745
    Potential common shares for stock options
        and stock grants.................................       693         776
                                                           --------    --------
    Weighted average shares outstanding..................    28,555      28,521
                                                           ========    ========

    Earnings per common and potential
        common share.....................................  $    .94    $    .88
                                                           ========    ========






<PAGE>





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

Results of Operations

First Quarter 2002 Compared to First Quarter 2001
-------------------------------------------------

     A summary of the results of  operations  of the Company as a percentage  of
revenues for the first quarters of 2002 and 2001 is shown below.

                                                        Three Months Ended
                                                    ----------------------------
                                                    March 31,2002  April 1, 2001
                                                    -------------  -------------
      Revenues.......................................     100.0%       100.0%
                                                          -----        -----
      Costs and  expenses:
         Cost of sales...............................      42.6         42.0
         Selling, general and administrative.........      11.5         13.0
         Depreciation and amortization...............       5.3          5.1
         Interest expense............................        .2           .4
         Other operating expenses....................      15.0         14.2
                                                          -----        -----
                                                           74.6         74.7
                                                          -----        -----
      Income before income taxes.....................      25.4         25.3
      Income taxes ..................................       9.9          9.9
                                                          -----        -----
      Net income ....................................      15.5%        15.4%
                                                          =====        =====

     Revenues
     --------

     Revenues  increased  to $172.8  million  in the first  quarter of 2002 from
$163.2  million in the first quarter of 2001 due to an increase in the number of
Company-operated   restaurants.   During  2001,   the  Company   opened  28  new
restaurants,  acquired  two  restaurants  from  a  franchisee  and  closed  four
restaurants.  During the first three months of 2002, the Company opened five new
stores.  Comparable  store sales of the Company's Chuck E. Cheese's  restaurants
which were open during all of the first  quarters of both 2002 and 2001 declined
2.2%.  Due to the shift in Easter  into the first  quarter  of 2002,  comparable
store  sales were  negatively  impacted  1.2% or $2.1  million.  Other  external
factors that  contributed  to the comparable  store sales decline  included mild
weather and higher kids' movie attendance.  Menu prices increased  approximately
..9% between the periods.

     Costs and Expenses
     ------------------

     Costs and  expenses as a percentage  of revenues  decreased to 74.6% in the
first quarter of 2002 from 74.7% in the first quarter of 2001.

     Cost of sales  increased as a percentage  of revenues to 42.6% in the first
quarter  of 2002 from  42.0% in the  comparable  period  of 2001.  Cost of food,
beverage, and related supplies as a percentage of revenues increased slightly to
12.5% in the first  quarter  of 2002 from  12.4% in the  first  quarter  of 2001
primarily due to a slight increase in cheese costs which was partially offset by
the increase in menu prices. Cost of games and merchandise  decreased to 4.1% in
the first  quarter of 2002 from 4.5% in the first  quarter of 2001 due to buying
efficiencies.  Store labor expenses as a percentage of store sales  increased to
26.0% in the first  quarter  of 2002 from  25.1% in the  first  quarter  of 2001
primarily due to the enactment of higher  minimum wage rates in certain  states,
overall increases in wage rates and the decline in comparable store sales.

     Selling,  general and  administrative  expenses as a percentage of revenues
decreased to 11.5% in the first  quarter of 2002 from 13.0% in the first quarter
of 2001 due primarily to a decrease in advertising and overhead expenses.

     Depreciation  and  amortization   expenses  as  a  percentage  of  revenues
increased to 5.3% in the first quarter of 2002 from 5.1% in the first quarter of
2001 primarily due to the decline in comparable store sales.
<PAGE>

     Interest expense as a percentage of revenues  decreased to .2% in the first
quarter  of 2002  from  .4% in the  first  quarter  of 2001  primarily  due to a
reduction in interest rates and outstanding debt.

     Other operating  expenses increased as a percentage of revenues to 15.0% in
the first  quarter of 2002 from 14.2% in the first quarter of 2001 due primarily
to higher  insurance  costs.  Insurance  expense  increased  approximately  $2.2
million in the first  quarter of 2002  compared to the first quarter of 2001 due
to several factors including higher premiums,  claim loss experience and medical
costs.

     The Company's  effective  income tax rate was 38.9% in the first quarter of
2002 compared to a rate of 39.0% in the first quarter of 2001.

     Net Income
     ----------

     The  Company had net income of $26.8  million in the first  quarter of 2002
compared  to $25.2  million in the first  quarter of 2001 due to the  changes in
revenues and expenses  discussed above. The Company's diluted earnings per share
increased to $.94 per share in the first  quarter of 2002 from $.88 per share in
the first quarter of 2001.


Financial Condition, Liquidity and Capital Resources

     Cash provided by  operations  increased to $59.5 million in the first three
months  of 2002 from  $58.4  million  in the  comparable  period  of 2001.  Cash
outflows from investing activities for the first three months of 2002 were $23.8
million primarily related to capital expenditures.  Cash outflows from financing
activities  for the first  three  months of 2002 were  $26.9  million  primarily
related to the repayment of  borrowings on the Company's  line of credit and the
repurchase of the Company's common stock. The Company's primary requirements for
cash relate to planned  capital  expenditures,  the  repurchase of the Company's
common  stock and debt  service.  The Company  expects that it will satisfy such
requirements from cash provided by operations and, if necessary, funds available
under its line of credit.

     In 2002, the Company plans to add 32 to 36 stores  including new stores and
acquisitions  of  existing  stores  from  franchisees.   The  Company  currently
anticipates  its cost of opening such new stores to average  approximately  $2.0
million per store which will vary depending upon many factors including the size
of the stores and whether the Company  acquires  land or the store is an in-line
or freestanding  building.  In addition to such new store openings,  the Company
plans to expand the seating  capacity of two to four high sales volume stores in
2002. The Company also plans to complete Phase III upgrades in approximately 120
stores this year at an average cost of approximately $200,000 per store. A Phase
III upgrade  generally  includes a new toddler play area, skill games and rides,
kiddie games and rides, sky-tube  enhancements,  prize area enhancements and kid
check enhancements. The Company plans to initiate a Phase IV upgrade plan in the
last half of 2002 in approximately 20 to 30 stores.  The primary components of a
Phase IV upgrade include additional games and rides and a games rotation program
between  stores.  The capital  cost of a Phase IV upgrade is expected to average
approximately  $60,000  per store.  During the first three  months of 2002,  the
Company  opened five new  restaurants  and  completed  Phase III  upgrades in 32
restaurants.  The Company currently estimates that capital expenditures in 2002,
including  expenditures  for new store openings,  existing store  expansions and
equipment  investments,  will be $105 to $110  million.  The  Company  plans  to
finance these  expenditures  through cash flow from  operations  and  borrowings
under the Company's line of credit.

     In July  2001,  the  Company  announced  a plan to  purchase  shares of the
Company's common stock at an aggregate  purchase price of up to $25 million.  As
of March 31, 2002,  the Company has  purchased  shares of its common stock under
the $25  million  plan at an  aggregate  purchase  price of  approximately  $9.1
million.  Beginning  in 1993  through  March 2002,  the Company has  repurchased
shares of the Company's common stock on the open market at an aggregate purchase
price of approximately $94 million.

     The Company's credit facility  consists of a $75 million  revolving line of
credit which matures in 2003.  Interest under the line of credit is dependent on
earnings  and debt  levels  of the  Company  and  ranges  from  prime or, at the
Company's option, LIBOR plus 1% to 1.75%.  Currently,  any borrowings under this
line of  credit  would be at the  prime  rate or LIBOR  plus 1%. As of March 31,
2002,  there was $21.0  million in  borrowings  under  this line of credit.  The
Company is required to comply with certain financial ratio tests during the term
of the loan agreement.

<PAGE>



     Certain statements in this report, other than historical  information,  may
be considered forward-looking statements within the meaning of the "safe harbor"
provisions  of the Private  Securities  Litigation  Reform Act of 1995,  and are
subject to various risks,  uncertainties and assumptions.  Should one or more of
these risks or uncertainties materialize, or should underlying assumptions prove
incorrect,  actual  results  may differ  from those  anticipated,  estimated  or
expected.  Among the key factors that may have a direct bearing on the Company's
operating  results,  performance  or  financial  condition  are its  ability  to
implement  its  growth  strategies,   national,   regional  and  local  economic
conditions affecting the restaurant/entertainment  industry,  competition within
each of the restaurant and  entertainment  industries,  success of its franchise
operations, negative publicity, fluctuations in quarterly results of operations,
including  seasonality,   government  regulations,   weather,  school  holidays,
commodity, insurance and labor costs.



Item 3. Quantitative and Qualitative Disclosures about Market Risk

     The  Company  is subject to market  risk in the form of  interest  risk and
foreign  currency  risk.  Both  interest  risk  and  foreign  currency  risk are
immaterial to the Company.



<PAGE>



                           PART II - OTHER INFORMATION




Item 1.    Legal Proceedings.

     On June 2, 2000,  a purported  class  action  lawsuit  against the Company,
entitled  Freddy  Gavarrete,  et al. v. CEC  Entertainment,  Inc.,  dba Chuck E.
Cheese's , et. al., Cause No. 00-08132 FMC (RZx) ("Gavarrete"), was filed in the
Superior Court of the State of California in the County of Los Angeles.  On July
27, 2000,  the lawsuit was removed to the United States  District  Court for the
Central District of California.  The lawsuit was filed by one former  restaurant
manager purporting to represent restaurant managers of the Company in California
from 1996 to the present.  The lawsuit alleges  violations of the state wage and
hour laws involving  unpaid  overtime  wages and seeks an unspecified  amount in
damages.  On July 31, 2001,  the Court denied the  Plaintiff's  motion for class
certification.  On  October  15,  2001,  Plaintiff  filed a motion  to amend the
complaint  requesting the addition of a second party to the lawsuit. On November
2, 2001, the Court granted Plaintiff's motion to amend. The Company believes the
lawsuit is without  merit and intends to vigorously  defend  against it and that
based on  currently  available  information  the lawsuit is not likely to have a
material adverse impact on the Company's financial position.


Item 2.  Changes in Securities.

     None to report during quarter for which this report is filed.


Item 3.  Defaults Upon Senior Securities.

     None to report during quarter for which this report is filed.


Item 4.  Other Information.

     None to report during quarter for which this report is filed.


Item 5.  Exhibits and Reports on Form 8-K.

     a)   Exhibits

          None.

     b)   Reports on Form 8-K

          None filed during the quarter for which this report is filed.


<PAGE>





                                   SIGNATURES




     Pursuant to the  requirements  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.


                             CEC ENTERTAINMENT, INC.



Dated:  May 14, 2002           By: /s/ Rodney Carter
                               -------------------------------------------------
                               Rodney Carter
                               Executive Vice President, Chief Financial Officer
                               and Treasurer