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 30, 2003.

     |_|  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 |_|

     Indicate by check mark whether the registrant is an  accelerated  filer (as
defined in Rule 12b-2 of the Securities Exchange Act of 1934). Yes [X] No [_]

     At May 12,  2003,  an aggregate of  27,062,710  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 30,      December 29,
                                                                                     2003             2002
                                                                                  -----------     ------------
                                                                                  (unaudited)
  <S>                                                                              <C>             <C>
  Current assets:
    Cash and cash equivalents...................................................   $  15,823       $  12,214
    Accounts receivable, net....................................................       7,666          11,270
    Inventories.................................................................       9,975          10,716
    Prepaid expenses............................................................       8,443           5,500
    Deferred tax asset..........................................................       1,319           1,319
                                                                                   ---------       ---------
      Total current assets......................................................      43,226          41,019
                                                                                   ---------       ---------

  Property and equipment, net...................................................     501,133         493,533
                                                                                   ---------       ---------

  Other assets:
    Notes receivable from related parties, less current portion ................                       3,825
    Other ......................................................................       2,273           1,326
                                                                                   ---------       ---------
                                                                                       2,273           5,151
                                                                                   ---------       ---------
                                                                                   $ 546,632       $ 539,703
                                                                                   =========       =========

                                     LIABILITIES AND SHAREHOLDERS' EQUITY

  Current liabilities:
    Current portion of long-term debt...........................................   $     149       $     143
    Accounts payable and accrued liabilities....................................      53,938          43,002
                                                                                   ---------       ---------
      Total current liabilities.................................................      54,087          43,145
                                                                                   ---------       ---------

  Long-term debt, less current portion..........................................      31,310          62,349
                                                                                   ---------       ---------

  Deferred rent.................................................................       4,259           4,086
                                                                                   ---------       ---------

  Deferred tax liability........................................................      42,638          38,156
                                                                                   ---------       ---------

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

  Commitments and contingencies

  Redeemable preferred stock, $60 par value, redeemable for $2,797 in 2005......       2,573           2,549
                                                                                   ---------       ---------

  Shareholders' equity:
    Common stock, $.10 par value; authorized 100,000,000 shares; 35,694,503
      and 35,669,773 shares issued, respectively ...............................       3,569           3,567
    Capital in excess of par value..............................................     202,598         201,936
    Retained earnings ..........................................................     335,599         308,277
    Accumulated other comprehensive income (loss)...............................         192             (91)
    Less treasury shares of 8,635,269 and 8,409,169, respectively, at cost......    (134,943)       (129,021)
                                                                                   ---------       ---------
                                                                                     407,015         384,668
                                                                                   ---------       ---------
                                                                                   $ 546,632       $ 539,703
                                                                                   =========       =========

                                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 30, 2003  March 31, 2002
                                                                                --------------  --------------
<S>                                                                                <C>             <C>
Food and beverage revenues...................................................      $ 120,844       $ 114,841
Games and merchandise revenues...............................................         62,408          56,950
Franchise fees and royalties.................................................            865             926
Interest income, including related party income of $74 in 2002...............              9              76
                                                                                   ---------       ---------
                                                                                     184,126         172,793
                                                                                   ---------       ---------

Costs and expenses:
  Cost of sales..............................................................         77,428          73,691
  Selling, general and administrative expenses...............................         21,191          19,836
  Depreciation and amortization..............................................         10,905           9,153
  Interest expense...........................................................            283             293
  Other operating expenses...................................................         29,537          25,966
                                                                                   ---------       ---------
                                                                                     139,344         128,939
                                                                                   ---------       ---------

Income before income taxes...................................................         44,782          43,854

Income taxes.................................................................         17,375          17,058
                                                                                   ---------       ---------

Net income ..................................................................         27,407          26,796

Other comprehensive income, net of tax:
  Foreign currency translation...............................................            283               0
                                                                                   ---------       ---------

Comprehensive income.........................................................      $  27,690       $  26,796
                                                                                   =========       =========

Earnings per share:

  Basic:
    Net income ..............................................................      $    1.00       $     .96
                                                                                   =========       =========
    Weighted average shares outstanding......................................         27,235          27,862
                                                                                   =========       =========
  Diluted:
    Net income ..............................................................      $    1.00       $     .94
                                                                                   =========       =========
    Weighted average shares outstanding......................................         27,438          28,555
                                                                                   =========       =========











                                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.................................................      $ 205,503         35,670
  Stock options exercised....................................................            264             13
  Net tax benefit from exercise of options and stock grants..................             44
  Stock issued under 401(k) plan.............................................            356             12
                                                                                   ---------        -------
  Balance, March 30, 2003....................................................        206,167         35,695
                                                                                   ---------        =======

Retained earnings:
  Balance, beginning of year.................................................        308,277
  Net income.................................................................         27,407
  Redeemable preferred stock accretion.......................................            (26)
  Redeemable preferred stock dividend, $1.20 per share.......................            (59)
                                                                                   ---------
  Balance, March 30, 2003....................................................        335,599
                                                                                   ---------

Accumulated other comprehensive income (loss):
  Balance, beginning of year.................................................            (91)
  Foreign currency translation...............................................            283
                                                                                   ---------
  Balance, March 30, 2003....................................................            192
                                                                                   ---------

Treasury shares:
  Balance, beginning of year.................................................       (129,021)         8,409
  Treasury stock acquired....................................................         (5,922)           226
                                                                                   ---------        -------
  Balance, March 30, 2003....................................................       (134,943)         8,635
                                                                                   ---------        =======

Total shareholder's equity...................................................      $ 407,015
                                                                                   =========





















                                See notes to consolidated financial statements.

</TABLE>

<PAGE>
<TABLE>
<CAPTION>



                                            CEC ENTERTAINMENT, INC.

                                     CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                  (Unaudited)
                                                  (Thousands)


                                                                                      Three Months Ended
                                                                                ------------------------------
                                                                                March 30, 2003  March 31, 2002
                                                                                --------------  --------------
<S>                                                                                <C>             <C>
Operating activities:
  Net income ................................................................      $  27,407       $  26,796
  Adjustments to reconcile net income to cash
     provided by operations:
    Depreciation and amortization............................................         10,905           9,153
    Deferred income tax expense..............................................          4,482           4,998
    Tax benefit from exercise of stock options...............................             44           2,775
    Other....................................................................            803             204
    Net change in receivables, inventory, prepaids, payables and
     accrued liabilities.....................................................         16,163          15,568
                                                                                   ---------       ---------
      Cash provided by operations............................................         59,804          59,494
                                                                                   ---------       ---------

Investing activities:
  Purchases of property and equipment........................................        (19,086)        (22,416)
  Additions to notes receivable..............................................                         (1,707)
  Payments received on notes receivable......................................                            382
  Increase in other assets...................................................           (996)            (98)
                                                                                   ---------       ---------
      Cash used in investing activities......................................        (20,082)        (23,839)
                                                                                   ---------       ---------

Financing activities:
  Payments on debt and line of credit .......................................        (31,033)        (30,479)
  Exercise of stock options .................................................            264           5,135
  Redeemable preferred stock dividends ......................................            (59)            (56)
  Purchase of treasury stock ................................................         (5,922)         (1,471)
  Other .....................................................................            637              (1)
                                                                                   ---------       ---------
      Cash used in financing activities......................................        (36,113)        (26,872)
                                                                                   ---------       ---------

Increase in cash and cash equivalents .......................................          3,609           8,783
Cash and cash equivalents, beginning of period...............................         12,214           3,682
                                                                                   ---------       ---------
Cash and cash equivalents, end of period.....................................      $  15,823       $  12,465
                                                                                   =========       =========














                                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 30,  2003 and  March  31,  2002  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 29, 2002. Results
of  operations  for the periods  ended March 30, 2003 and March 31, 2002 are not
necessarily indicative of the results for the year.


2.   Earnings per common share:

     Basic  earnings per common share  ("EPS") is computed by dividing  earnings
applicable  to common  shares by the weighted  average  number of common  shares
outstanding.  Diluted EPS adjusts for the effect of potential common shares from
dilutive stock options using the treasury stock method. Net income available per
common share has been  adjusted for  redeemable  preferred  stock  accretion and
dividends.  Earnings  per common and  potential  common  share were  computed as
follows (thousands, except per share data):

                                                         Three Months Ended
                                                       ----------------------
                                                       March 30,    March 31,
                                                          2003         2002
                                                       ---------    ---------

Net income ..........................................  $  27,407    $  26,796
Accretion of redeemable preferred stock..............        (26)         (22)
Redeemable preferred stock dividends.................        (59)         (56)
                                                       ---------    ---------
Adjusted income applicable to commons shares.........     27,322       26,718
                                                       =========    =========


Basic:
  Weighted average common shares outstanding.........     27,235       27,862
                                                       =========    =========

  Earnings per common share..........................  $    1.00    $     .96
                                                       =========    =========

Diluted:
  Weighted average common shares outstanding.........     27,235       27,862
  Potential common shares for stock options
     and stock grants................................        203          693
                                                       ---------    ---------
  Weighted average shares outstanding................     27,438       28,555
                                                       =========    =========

  Earnings per common and potential
     common share....................................  $    1.00    $     .94
                                                       =========    =========






<PAGE>


                             CEC ENTERTAINMENT, INC.

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                   (Unaudited)



3.   Stock based compensation:

     The Company applies Accounting Principles Board Opinion No. 25, "Accounting
for Stock Issued to Employees" and related interpretations in accounting for its
stock  based  compensation.  All stock  options are granted at no less than fair
market value of the common stock at the grant date. Accordingly, no compensation
cost has been recognized for its stock option plans. Had  compensation  cost for
the Company's stock option plans been determined  based on the fair value at the
grant date for awards under those plans consistent with the method prescribed by
Statement of Financial Accounting Standards No. 123, "Accounting for Stock-Based
Compensation",  the Company's  pro-forma net income and earnings per share would
have been as follows:
<TABLE>
<CAPTION>

                                                                               Three Months Ended
                                                                             ---------------------
                                                                             March 30,    March 31,
                                                                               2003         2002
                                                                             --------     --------
<S>                                                                          <C>          <C>
Net income, as reported...................................................   $ 27,407     $ 26,796
Accretion and dividends of redeemable preferred stock, as reported........        (85)         (78)
Fair value based compensation expense, net of taxes.......................     (1,624)      (1,608)
                                                                             --------     --------
Pro-forma net income applicable to common shares..........................   $ 25,698     $ 25,110
                                                                             ========     ========


Earnings per Share:
Basic:
  As reported.............................................................   $   1.00     $   0.96
  Pro-forma...............................................................   $   0.94     $   0.90

Diluted:
  As reported.............................................................   $   1.00     $   0.94
  Pro-forma...............................................................   $   0.94     $   0.88
</TABLE>


4.   Consolidation of Variable Interest Entities:

     The  Company  has  adopted  the  Financial   Accounting  Standards  Board's
Interpretation  No. 46,  "Consolidation of Variable Interest Entities" (FIN 46).
Accordingly,  at the  beginning  of  2003,  the  Company  has  consolidated  the
financial statements of the International Association of CEC Entertainment, Inc.
(the "Association"),  a related party. The consolidation did not have a material
impact on the Company's consolidated results of operations,  financial position,
or cash flows.  Notes  receivable from related parties,  previously  reported in
prior periods,  are currently eliminated in this consolidation and replaced with
the Association's  assets,  which are primarily prepaid advertising expenses and
cash.






<PAGE>



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

You should read this  section in  combination  with the  accompanying  unaudited
consolidated  financial  statements.  This section may contain  forward  looking
statements and should be read in conjunction  with the factors  described  below
under "Forward Looking Statements."

Results of Operations

First Quarter 2003 Compared to First Quarter 2002

     A summary of the results of  operations  of the Company as a percentage  of
revenues for the first quarters of 2003 and 2002 is shown below.

                                                       Three Months Ended
                                                --------------------------------
                                                March 30, 2003    March 31, 2002
                                                --------------    --------------
     Revenue...................................     100.0%            100.0%
                                                    -----             -----
     Costs and  expenses:
       Cost of sales...........................      42.1              42.6
       Selling, general and administrative.....      11.5              11.5
       Depreciation and amortization...........       5.9               5.3
       Interest expense........................        .2                .2
       Other operating expenses................      16.0              15.0
                                                    -----             -----
                                                     75.7              74.6
                                                    -----             -----
     Income before income taxes.................     24.3              25.4
     Income tax expense ........................      9.4               9.9
                                                    -----             -----
     Net income ................................     14.9%             15.5%
                                                    =====             =====

     Revenues

     Revenues  increased  to $184.1  million  in the first  quarter of 2003 from
$172.8  million in the first quarter of 2002 due to an increase in the number of
Company-operated   restaurants.   During  2002,   the  Company   opened  32  new
restaurants,  acquired  three  restaurants  from a  franchisee  and  closed  one
restaurant.  During the first three months of 2003,  the Company opened four new
restaurants.   Comparable  store  sales  of  the  Company's  Chuck  E.  Cheese's
restaurants  that were open  during all of the first  quarters  of both 2003 and
2002  declined  2.9%.  The decline  was  primarily  attributable  to a difficult
economic  environment  and severe  weather during the first quarter of 2003. The
decline was partially  offset by the favorable impact of the shift of the Easter
holiday to the second quarter in 2003.

     Costs and Expenses

     Costs and  expenses as a percentage  of revenues  increased to 75.7% in the
first quarter of 2003 from 74.6% in the first quarter of 2002.

     Cost of sales  decreased as a percentage  of revenues to 42.1% in the first
quarter  of 2003 from  42.6% in the  comparable  period  of 2002.  Cost of food,
beverage, and related supplies as a percentage of revenues decreased to 11.9% in
the first quarter of 2003 from 12.5% in the first quarter of 2002  primarily due
to lower cheese costs. Cost of games and merchandise as a percentage of revenues
increased  slightly to 4.2% in the first quarter of 2003 compared to 4.1% in the
first  quarter of 2002.  Store  labor  expenses as a  percentage  of store sales
remained constant at 26.0% in the first quarters of both 2003 and 2002.

     Selling,  general and  administrative  expenses as a percentage of revenues
remained constant at 11.5% in the first three months of both 2003 and 2002.

     Depreciation  and  amortization   expenses  as  a  percentage  of  revenues
increased to 5.9% in the first quarter of 2003 from 5.3% in the first quarter of
2002 primarily due to the decline in comparable store sales and capital invested
in new stores and remodels.

<PAGE>


     Interest expense as a percentage of revenues  remained  constant at 0.2% in
both the first three months of 2003 and 2002.

     Other operating  expenses increased as a percentage of revenues to 16.0% in
the first  quarter of 2003 from 15.0% in the first quarter of 2002 due to higher
rent, repairs, property taxes, gas and insurance costs.

     The Company's  effective  income tax rate was 38.8% in the first quarter of
2003 compared to a rate of 38.9% in the first quarter of 2002.

     Net Income

     The  Company had net income of $27.4  million in the first  quarter of 2003
compared  to $26.8  million in the first  quarter of 2002 due to the  changes in
revenues and expenses  discussed above. The Company's diluted earnings per share
increased to $1.00 per share in the first quarter of 2003 from $.94 per share in
the first quarter of 2002.


Financial Condition, Liquidity and Capital Resources

     Cash provided by  operations  increased to $59.8 million in the first three
months  of 2003 from  $59.5  million  in the  comparable  period  of 2002.  Cash
outflows from investing activities for the first three months of 2003 were $20.1
million primarily related to capital expenditures.  Cash outflows from financing
activities  for the first  three  months of 2003 were  $36.1  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 2003,  the  Company  plans  to add 35 to 38  restaurants  including  new
restaurants and the acquisitions of existing  restaurants from franchisees.  The
Company  currently  anticipates  its cost of opening  new  restaurants  in large
markets  to  average  approximately  $2.4  million  per  store  which  will vary
depending upon many factors  including the size of the  restaurants  and whether
the Company  acquires land or the store is an in-line or freestanding  building.
The  Company  has  identified  approximately  150  additional  market  areas for
traditional  restaurants.  In smaller demographic  markets, the Company believes
its smaller market strategy  increases  potential  development  opportunities by
approximately 200 restaurants  resulting in an identified  development potential
of 350 restaurants. In 2002, the Company opened three smaller market restaurants
averaging   less  that  6,900  square  feet  at  an  average   capital  cost  of
approximately  $700,000 per store. The Company believes approximately 60% of the
new restaurants  opened in 2003 will be in large market areas with the remaining
new restaurants opened in small markets.

     In  addition to new store  openings,  the  Company  has  initiated  several
strategies to increase  revenues and earnings  over the long term. In 2003,  the
Company  plans to complete its Phase III upgrade  program with the upgrade of an
additional  52  restaurants.  The  average  cost  of  a  Phase  III  upgrade  is
approximately  $205,000 to  $215,000  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.  In
2003,  the Company began a game rotation plan which has an average  capital cost
of approximately  $50,000 per store.  The primary  components of this initiative
are to  provide  new and  transferred  games  and rides  and  enhanced  consumer
marketing  materials  including  a new menu  board.  The  Company  also plans to
complete a major remodel or  reconfiguration  in a select number of  restaurants
that are believed to have the greatest  opportunity  to  significantly  increase
sales  and  provide a high  return on  investment.  The  major  components  of a
reconfiguration include a reallocation of space between the dining and game room
areas,  expansion of the space  allocated  to the game room,  an increase in the
number of games and the new exterior signage. The Company also plans to continue
its strategy of expanding the customer areas and seating  capacities of selected
restaurants.

     During the first quarter of 2003, the Company  opened four new  restaurants
all of  which  were  in  large  markets,  completed  Phase  III  upgrades  in 20
restaurants,  completed the game rotation plan in 20  restaurants  and completed
one  reconfiguration.  The Company currently estimates that capital expenditures
in  2003,  including  expenditures  for  new  store  openings,   existing  store
expansions and equipment  investments,  will be approximately  $90 million.  The
Company plans to finance these  expenditures  through cash flow from  operations
and, if necessary, borrowings under the Company's line of credit.

<PAGE>


     In July 2002, the Company  announced a new plan to repurchase shares of the
Company's  common stock on the open market at an aggregate  purchase price of up
to $25 million.  As of March 30, 2003,  the Company has purchased  shares of its
common stock at an aggregate purchase price of approximately $20.3 million under
the $25 million  plan.  Beginning in 1993 through May l2, 2003,  the Company has
repurchased  8.1 million  shares of the  Company's  common stock at an aggregate
purchase price of approximately $130.2 million.

     In 2002,  the Company  entered  into a new line of credit  agreement  which
provides  borrowings of up to $100 million and matures in 2005.  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  0.75% to 1.50%.
Currently, any borrowings under the line of credit would be at the prime rate or
LIBOR plus 0.75%.  As of March 30, 2003,  there was $31.0  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.

Forward Looking Statements

     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,   store   sales
cannibalization,  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.


Item 4. Controls and Procedures.

     Evaluation of Disclosure Controls and Procedures

     Within  the 90 day  period  prior to the date of  filing  this  report,  an
evaluation was performed under the supervision and with the participation of the
Company's management,  including the Chief Executive Officer and Chief Financial
Officer,  of the  effectiveness  of the design and  operation  of the  Company's
disclosure  controls and  procedures.  Based on that  evaluation,  the Company's
management,  including the Chief Executive Officer and Chief Financial  Officer,
concluded that the Company's  disclosure  controls and procedures were effective
as of the time of such evaluation. There have been no significant changes in the
Company's internal controls or in other factors that could significantly  affect
internal  controls  subsequent  to the time of such  evaluation,  including  any
corrective  actions  with  regard  to  significant   deficiencies  and  material
weaknesses.



<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  (the
"State  Court").  On July 27, 2000, the lawsuit was removed to the United States
District Court for the Central District of California (the "Federal Court"). 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
Federal Court denied the Plaintiff's motion for class certification. The Federal
Court subsequently granted Plaintiff's motion to amend the complaint by adding a
second  party  to the  lawsuit.  On June 5,  2002,  the  Federal  Court  granted
Plaintiff's motion for class certification based upon the amended complaint.  On
June 25, 2002, the Federal Court granted  Plaintiff's motion for reconsideration
of its two orders denying class  certification.  On August 15, 2002, the Federal
Court denied Plaintiff's motion to reconsider the two prior orders denying class
certification.  On September  24, 2002,  Plaintiff  filed a motion to remand the
case back to the State Court.  On October 28, 2002,  the Federal  Court  granted
Plaintiff's  motion to remand the case back to State Court. 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 6. Exhibits and Reports on Form 8-K.

     a)   Exhibits

          99.1  Certification of the Chief Executive Officer and Chief Financial
          Officer  pursuant  to 18 U.S.C.  Section  1350 as Adopted  Pursuant to
          Section 906 of The Sarbanes-Oxley Act of 2002.

     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 13, 2003           By: /s/ Rodney Carter
                               ----------------------
                               Rodney Carter
                               Executive Vice President, Chief Financial Officer
                               and Treasurer



<PAGE>



                    CERTIFICATION BY CHIEF EXECUTIVE OFFICER


I,   Richard M. Frank, certify that:

     1.   I  have   reviewed  this   quarterly   report  on  Form  10-Q  of  CEC
          Entertainment, Inc.:

     2.   Based on my  knowledge,  this  report  does  not  contain  any  untrue
          statement  of a  material  fact  or  omit to  state  a  material  fact
          necessary to make the statements  made, in light of the  circumstances
          under which such  statements were made, not misleading with respect to
          the period covered by this quarterly report;

     3.   Based on my knowledge,  the financial statements,  and other financial
          information  included in this report,  fairly  present in all material
          respects the financial condition, results of operations and cash flows
          of the  registrant  as of,  and  for,  the  period  presented  in this
          quarterly report;

     4.   The registrant's  other  certifying  officer and I are responsible for
          establishing  and maintaining  disclosure  controls and procedures (as
          defined in Exchange  Act Rules  13a-14 and 15d-14) for the  registrant
          and have:

          a)   designed such  disclosure  controls and procedures to ensure that
               material  information  relating to the registrant,  including its
               consolidated  subsidiaries,  is made known to us by others within
               those  entities,  particularly  during  the  period in which this
               quarterly report is being prepared;

          b)   evaluated  the  effectiveness  of  the  registrant's   disclosure
               controls and  procedures as of a date within 90 days prior to the
               filing date of this quarterly report (the "Evaluation Date"); and

          c)   presented  in this  quarterly  report our  conclusions  about the
               effectiveness of the disclosure  controls and procedures based on
               our evaluation as of the Evaluation Date;

     5.   The registrant's other certifying officer and I have disclosed,  based
          on our most recent  evaluation,  to the registrant's  auditors and the
          audit committee of registrant's board of directors:

          a)   all  significant  deficiencies  in the  design  or  operation  of
               internal  controls which could adversely  affect the registrant's
               ability to record,  process,  summarize and report financial data
               and have  identified for the  registrant's  auditors any material
               weaknesses in internal controls; and

          b)   any fraud,  whether or not material,  that involves management or
               other employees who have a significant  role in the  registrant's
               internal controls; and

     6.   The registrant's other certifying officer and I have indicated in this
          quarterly  report whether there were  significant  changes in internal
          controls or in other factors that could significantly  affect internal
          controls  subsequent  to the  date  of  our  most  recent  evaluation,
          including   any   corrective   actions  with  regard  to   significant
          deficiencies and material weaknesses.



May 13, 2003                                /s/Richard M. Frank
                                            -------------------
                                            Richard M. Frank
                                            Chief Executive Officer


<PAGE>



                    CERTIFICATION BY CHIEF FINANCIAL OFFICER


I,   Rodney Carter, certify that:

     1.   I  have   reviewed  this   quarterly   report  on  Form  10-Q  of  CEC
          Entertainment, Inc.:

     2.   Based on my  knowledge,  this  report  does  not  contain  any  untrue
          statement  of a  material  fact  or  omit to  state  a  material  fact
          necessary to make the statements  made, in light of the  circumstances
          under which such  statements were made, not misleading with respect to
          the period covered by this quarterly report;

     3.   Based on my knowledge,  the financial statements,  and other financial
          information  included in this report,  fairly  present in all material
          respects the financial condition, results of operations and cash flows
          of the  registrant  as of,  and  for,  the  period  presented  in this
          quarterly report;

     4.   The registrant's  other  certifying  officer and I are responsible for
          establishing  and maintaining  disclosure  controls and procedures (as
          defined in Exchange  Act Rules  13a-14 and 15d-14) for the  registrant
          and have:

          a)   designed such  disclosure  controls and procedures to ensure that
               material  information  relating to the registrant,  including its
               consolidated  subsidiaries,  is made known to us by others within
               those  entities,  particularly  during  the  period in which this
               quarterly report is being prepared;

          b)   evaluated  the  effectiveness  of  the  registrant's   disclosure
               controls and  procedures as of a date within 90 days prior to the
               filing date of this quarterly report (the "Evaluation Date"); and

          c)   presented  in this  quarterly  report our  conclusions  about the
               effectiveness of the disclosure  controls and procedures based on
               our evaluation as of the Evaluation Date;

     5.   The registrant's other certifying officer and I have disclosed,  based
          on our most recent  evaluation,  to the registrant's  auditors and the
          audit committee of registrant's board of directors:

          a)   all  significant  deficiencies  in the  design  or  operation  of
               internal  controls which could adversely  affect the registrant's
               ability to record,  process,  summarize and report financial data
               and have  identified for the  registrant's  auditors any material
               weaknesses in internal controls; and

          b)   any fraud,  whether or not material,  that involves management or
               other employees who have a significant  role in the  registrant's
               internal controls; and

     6.   The registrant's other certifying officer and I have indicated in this
          quarterly  report whether there were  significant  changes in internal
          controls or in other factors that could significantly  affect internal
          controls  subsequent  to the  date  of  our  most  recent  evaluation,
          including   any   corrective   actions  with  regard  to   significant
          deficiencies and material weaknesses.



May 13, 2003                                /s/ Rodney Carter
                                            -----------------
                                            Rodney Carter
                                            Chief Financial Officer