<PAGE>

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                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                               ----------------

                                  FORM 10-K/A

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

  For the fiscal year ended December 31, 2001 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 000-22150

                               ----------------

                          LANDRY'S RESTAURANTS, INC.
          (Exact Name of the Registrant as Specified in Its Charter)

               DELAWARE                             74-0405386
     (State or Other Jurisdiction       (IRS Employer Identification No.)
   ofIncorporation or Organization)


                                                      77027
         1510 WEST LOOP SOUTH                       (Zip Code)
             HOUSTON, TX
   (Address of Principal Executive
               Offices)

                                (713) 850-1010
             (Registrant's Telephone Number, Including Area Code)

SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT: None

SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
                    Common Stock, par value $.01 per Share
                               (Title of Class)

                               ----------------

   Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 of 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
such filing requirements for the past 90 days. Yes [X]  No [_]

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

   The aggregate market value of the registrant's voting Common Stock held by
non-affiliates of the registrant was approximately $392,690,000 as of February
7, 2002, based on the New York Stock Exchange closing price on that date. For
this purpose, all shares held by officers and directors of the registrant are
considered to be held by affiliates, but neither the registrant nor such
persons concede that they are affiliates of the registrant.

   The number of shares outstanding of the registrant's common stock is
22,156,049 as of February 7, 2002.

-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
<PAGE>

   The registrant hereby amends the following items of its Form 10-K for the
fiscal year ended December 31, 2001 filed with the Securities and Exchange
Commission on February 28, 2002.

                                    PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

Directors

   Our board of directors consists of six members:

<TABLE>
<CAPTION>
                                                               Director  Term
              Name             Age          Positions           Since   Expires
              ----             ---          ---------          -------- -------
   <S>                         <C> <C>                         <C>      <C>
   Tilman J. Fertitta(3)......  44 President, Chief Executive    1993    2002
                                   Officer and Director
   Steven L. Scheinthal(3)....  40 Vice President of             1993    2002
                                   Administration, General
                                   Counsel, Secretary and
                                   Director
   Paul S. West(3)............  43 Vice President of Finance,    1994    2002
                                   Chief Financial Officer and
                                   Director
   Michael S. Chadwick(1).....  50 Director                      2001    2002
   James E. Masucci(1)(2).....  69 Director                      1993    2002
   Joe Max Taylor(1)(2).......  69 Director                      1993    2002
</TABLE>
--------
(1) Member of Audit Committee
(2) Member of Compensation and Stock Option Committee
(3) Member of Executive Committee

   Mr. Fertitta has served as President and Chief Executive Officer of the
Company since 1987. In 1988, he became the controlling stockholder and assumed
full responsibility for all of the Company's operations. Prior to serving as
President and Chief Executive Officer of the Company, Mr. Fertitta devoted his
full time to the control and operation of a hospitality and development
company. Mr. Fertitta serves on the boards of the Houston Livestock Show and
Rodeo, Space Center Houston, the Museum of Fine Arts, The Greater Houston
Convention and Visitor's Bureau, the Better Business Bureau of Houston, and the
Childress Foundation. He is also a minority partner in the Houston Texans
National Football League team.

   Mr. Scheinthal has served as Vice President of Administration, General
Counsel and Secretary to the Company since September 1992. He devotes a
substantial amount of time to lease and contract negotiations and is primarily
responsible for the Company's compliance with federal, state and local
ordinances. Prior to joining the Company, he was a partner in the law firm of
Stumpf & Falgout in Houston, Texas. Mr. Scheinthal represented the Company for
approximately five years before joining the Company. He has been licensed to
practice law in the state of Texas since 1984.

   Mr. West has served as Vice President of Finance and Chief Financial Officer
of the Company since June 1993. Prior to joining the Company, Mr. West was a
senior manager at Deloitte & Touche and a leader of their
Restaurant/Entertainment Advisors Group in Dallas, Texas. He was responsible
for numerous restaurant audits and performed the annual restaurant industry
operations survey and study on behalf of the National Restaurant Association
and many state restaurant associations. Mr. West had been engaged in public
accounting and auditing since 1981, and has been a certified public accountant
since 1983.

                                       2
<PAGE>

   Mr. Chadwick has been engaged in the commercial and investment banking
businesses since 1975. From 1988 to 1994, Mr. Chadwick was President of
Chadwick, Chambers & Associates, Inc., a private merchant and investment
banking firm in Houston, Texas, which he founded in 1988. In 1994, Mr. Chadwick
joined Sanders Morris Harris, an investment banking and financial advisory
firm, as Senior Vice President and a Managing Director in the Corporate Finance
Group.

   Mr. Masucci is self-employed as an advertising consultant. From 1956 until
June 1996, he was employed by Capital Cities/ABC ("ABC"). His last position
with ABC was as President and General Manager of KTRK-TV, an ABC-owned station
in Houston, Texas, a position he held from August 1990 to June 1996. Prior to
serving as President, Mr. Masucci served in various executive positions with
KTRK-TV and has served as Division Vice President and Vice President of the
Broadcast Division of ABC.

   Mr. Taylor recently retired as the chief law enforcement administrator for
Galveston County, Texas. He has served as a Director and Executive Committee
member of American National Insurance Company, a publicly traded insurance
company, for ten years and served on the Board of Directors of Moody Gardens, a
hospitality and entertainment complex located in Galveston, Texas.

Executive Officers

   In addition to Messrs. Fertitta, Scheinthal and West, for which information
is provided above, the following person is an executive officer of the
registrant:

<TABLE>
<CAPTION>
                                                                 Officer  Term
                  Name                 Age       Position         Since  Expires
                  ----                 ---       --------        ------- -------
   <S>                                 <C> <C>                   <C>     <C>
   Richard E. Ervin...................  45 Vice President of      1991    2002
                                           Restaurant Operations
</TABLE>

   Mr. Ervin has served as Vice President of Restaurant Operations since 1991.
Prior to that time, he was the Vice President of Internal Controls and Director
of Beverage Operations. He has over 16 years of experience in high volume,
multi-unit food and beverage operations. His experience includes new restaurant
development and employee training programs.

Section 16(a) Beneficial Ownership Reporting Compliance

   Section 16(a) of the Securities Exchange Act of 1934, as amended, requires
our directors, executive officers and holders of more than 10% of our common
stock to file with the Securities and Exchange Commission initial reports of
ownership and reports of changes in ownership of our common stock. We believe,
based solely on a review of the copies of such reports furnished to us and
representations from our directors and executive officers, that all persons
subject to the reporting requirements of Section 16(a) filed all required
reports on a timely basis.

                                       3
<PAGE>

ITEM 11. EXECUTIVE COMPENSATION

   The following table sets forth in summary, compensation paid by us and our
subsidiaries for the year ended December 31, 2001 to our executive officers
whose cash compensation exceeded $100,000:

<TABLE>
<CAPTION>
                                                                    Long Term
                                                                   Compensation
                                                                   ------------
                                              Annual Compensation     Awards
                                              -------------------- ------------
                                                                    Securities
                                                                    Underlying
                                                   Salary   Bonus  Options/SARs
         Name and Principal Position          Year   ($)   ($)(1)      (#)
         ---------------------------          ---- ------- ------- ------------
<S>                                           <C>  <C>     <C>     <C>
Tilman J. Fertitta,(2)(3).................... 2001 730,000      --   250,000
President and Chief Executive Officer         2000 635,000 500,000   250,000
                                              1999 585,000 315,000         0
Steven L. Scheinthal,(2)..................... 2001 240,000      --    50,000
Vice President of Administration, Secretary   2000 210,000 185,000    50,000
 and General Counsel                          1999 188,461 115,000         0
Paul S. West,(2)............................. 2001 230,000      --    50,000
Vice President of Finance and                 2000 200,000 185,000    50,000
 Chief Financial Officer                      1999 180,000 115,000         0
Richard E. Ervin,(2)......................... 2001 175,000      --    37,500
Vice President of Restaurant Operations       2000 150,000 125,000    37,500
                                              1999 131,723  75,000         0
</TABLE>
--------
(1) Bonuses were paid in the year after date indicated in table to reflect
    accomplishments in the year indicated. As of March 25, 2002, no bonus
    payments have been made for 2001.
(2) These executive officers received personal benefits in addition to salary.
    However, the Company has concluded that the aggregate amount of such
    personal benefits do not exceed the lesser of $50,000 or 10% of annual
    salary and bonus reported for each such executive. See "Employment
    Contracts and Change-in-Control Arrangements."
(3) Mr. Fertitta received expense reimbursements totaling $76,000.

   The following table provides details regarding stock options granted in 2001
to executive officers named in the Summary Compensation Table. In addition, in
accordance with SEC rules, the hypothetical gains are shown that would exist
for the respective options based on assumed rates of annual compounded growth
in the stock price of 5% and 10% from the date the options were granted over
the full option term. The actual value, if any, an executive may realize will
depend on the spread between the market price and the exercise price on the
date the options are exercised.

                     Option Grants in the Last Fiscal Year

<TABLE>
<CAPTION>
                             Individual Grants
---------------------------------------------------------------------------
                                                                            Potential Realizable Value
                           No. of     % of Total                              at Assumed Annual Rates
                         Securities    Options                                    of Stock Price
                         Underlying   Granted to                              Appreciation for Option
                           Options       All                                        Term ($)(1)
                         Granted  in Employees in Exercise Price Expiration ---------------------------
          Name              2001         2001         ($/Sh)        Date         5%            10%
          ----           ----------- ------------ -------------- ---------- ------------- -------------
<S>                      <C>         <C>          <C>            <C>        <C>           <C>
Tilman J. Fertitta......   250,000        39%          8.50      3/16/2011      1,337,500     3,387,500
Steven L. Scheinthal....    50,000         8%          8.50      3/16/2011        267,500       677,500
Paul S. West............    50,000         8%          8.50      3/16/2011        267,500       677,500
Richard E. Ervin........    37,500         6%          8.50      3/16/2011        200,625       508,125
</TABLE>

                                       4
<PAGE>

--------
(1) Potential gains are net of the exercise price, but before taxes associated
    with the exercise. These amounts represent certain assumed rates of
    appreciation only, based on SEC rules. Actual gains, if any, on stock
    option exercises are dependent on the future performance of the Company's
    Common Stock, overall market conditions and the option holder's continued
    employment through the vesting period. The amount reflected in this table
    may not necessarily be achieved. Amount shown under the "Potential
    Realizable Value" column have been calculated by multiplying the exercise
    price by the annual appreciation rate shown (compounded for the term of the
    options), subtracting the exercise price per share, and multiplying the
    gain per share by the number of shares covered by the option.

   The following table shows the number of shares acquired upon exercise of
stock options in 2001, the value realized and the number of shares covered by
both exercisable and unexercisable stock options held by executive officers
named in the Summary Compensation Table at December 31, 2001. Also reported are
the value for the "in-the-money" options which represent the positive spread
between the exercise price of any such existing stock option and the price of
the Common Stock as of December 31, 2001.

    Aggregate Option Exercises in Last Fiscal Year and FY-End Option Values

<TABLE>
<CAPTION>
                                                      Number of Securities
                                                     Underlying Unexercised     Value of Unexercised
                                                   Options at Fiscal Year End In-The-Money Options at
                            Shares                            (#)              Fiscal Year-End ($)(1)
                         Acquired on     Value            Exercisable/              Exercisable/
          Name           Exercise (#) Realized ($)       Unexercisable             Unexercisable
          ----           ------------ ------------ -------------------------- ------------------------
<S>                      <C>          <C>          <C>                        <C>
Tilman J. Fertitta......        --            --      1,400,000 /      --     $10,478,757 / $       --
Steven L. Scheinthal....    33,500       299,825        109,833 / 156,667       1,379,317 /  1,816,838
Paul S. West............    98,334     1,044,926         44,999 / 156,667         559,237 /  1,816,838
Richard E. Ervin........    20,000       220,000         80,833 / 109,167       1,001,050 /  1,257,213
</TABLE>
--------
(1) The values were determined on the basis of the closing Common Stock price
    of $18.65 on December 31, 2001 (the last trading day of the year), and
    equals the aggregate amount by which the market value of the option shares
    exceeded the exercise price of outstanding options.

Compensation of Directors

   Directors of the Company who are not executive officers received Director's
fees of $30,000 for 2001, plus the expenses incurred by them on behalf of the
Company. Non-employee Directors also receive $1,000 for each Audit,
Compensation, and Stock Option Committee meeting, as well as other executive
committees, they attend. During 2001, Mr. Taylor, in addition, received $44,000
in connection with security consulting and governmental affairs services he
rendered for the Company. Each current non-employee director has received stock
options to acquire shares of Common Stock under the Company's Non-Qualified
Formula Stock Option Plan for Non-Employee Directors (the "Non-Employee
Director's Plan"). The Non-Employee Director's Plan provides for the granting
of non-qualified stock options to non-employee directors of the Company.
Pursuant to the Non-Employee Director's Plan, 80,000 shares of Common Stock are
reserved for issuance to eligible non-employee directors of the Company or its
subsidiaries. The Non-Employee Director's Plan is administered by the President
of the Company and requires that the purchase price under each option must not
be less than 100% of the fair market value (as defined in the Non-Employee
Director's Plan) of the Common Stock at the time of the grant of the option.
Full payment for shares purchased upon exercise of an option must be made at
the time of exercise and no shares may be issued until full payment is made.
Options granted pursuant to the Non-Employee Director's Plan generally vest in
five installments beginning no earlier than the first anniversary of the date
of grant, and the options expire ten years from the grant date. The Non-
Employee Director's Plan provides that an option agreement may include a
provision for permitting an optionee the right to deliver previously owned
shares of Common Stock in partial or full payment for shares to be purchased
upon exercise of an option. In 1995, the Director's Plan was amended to provide
that each non-employee director who received a grant of an option on the date
such person was elected a director would receive an additional option

                                       5
<PAGE>

in the amount of 2,000 shares each time such person was elected for an
additional term as a director. Pursuant to the Non-Employee Director's Plan,
each non-employee director receives an option to purchase 10,000 shares of
Common Stock upon their appointment to the Board. In October, 2000, all persons
who were non-employee independent directors at that time received a one-time
grant of additional options to acquire 4,000 shares at a price of $7.00 per
share. Upon their re-election in 2001, Messrs. Masucci and Taylor each received
a 2,000 share option grant at $14.00 per share. Mr. Chadwick was appointed in
2001 and received his initial 10,000 share option grant at $12.40 per share. In
2001, in connection with their positions as Director as well as their functions
as members of Committees of Non-Employee Independent Directors, Messrs.
Chadwick, Masucci and Taylor were paid $18,000, $36,000 and $48,000
respectively.

Compensation Committee Interlocks and Insider Participation

   No member of the Compensation Committee is or has been an officer or
employee of the Company or any of its subsidiaries. The members of the
Compensation Committee had no other relationships with the Company requiring
disclosure pursuant to Item 404 of SEC Regulation S-K. No executive officer of
the Company served as a member of the compensation committee (or other board
committee performing similar functions or, in the absence of any such
committee, the entire Board of Directors) of another corporation an executive
officer of which served on the Compensation Committee. No executive officer of
the Company served as a director of another corporation an executive officer of
which served on the Compensation Committee. No executive officer of the Company
served as a member of the Compensation Committee (or other board committee
performing equivalent functions or, in the absence of any such committee, the
entire Board of Directors) of another corporation an executive officers of
which served as a director of the Company.

Employment Contracts and Change-in-Control Arrangements

   The Company has entered into Personal Service and Employment Agreements with
Mr. Fertitta (the "CEO") and each of Messrs. Scheinthal, West and Ervin (the
"Additional Executives") that set forth the general terms and conditions of
their employment for the period commencing January 1, 1998 through December 31,
2002. Each of the executives has the right to voluntarily terminate his
employment upon 90 days' notice. Terms used herein are defined in each
Executive's specific contract.

   Pursuant to the terms and provisions of the Personal Service and Employment
Agreement between the Company and Mr. Fertitta (the "CEO's Agreement"), Mr.
Fertitta has agreed to serve as President and Chief Executive Officer of the
Company through December 31, 2002, and is subject to automatic five-year
extensions. The CEO's Agreement provides that Mr. Fertitta will devote
substantially all of his time and attention to the business and affairs of the
Company and will receive, among other things, an annual base salary and annual
cash bonuses in amounts determined by the Compensation Committee. In addition,
Mr. Fertitta was granted the right to receive stock options covering 900,000
shares at an exercise price of $6.00 per share which were exercised in 1999.
Mr. Fertitta is also entitled to a split-dollar life insurance policy and
certain other benefits and perquisites, including use of a Company automobile
and other transportation facilities, certain memberships, and matching
charitable contributions on his behalf.

   In the event Mr. Fertitta's employment is terminated as a result of his
death or disability (as defined in the CEO's Agreement), he, or his legal
representative, will be entitled to receive all compensation he would otherwise
have been entitled to receive throughout the remaining term of the employment
period as well as other death or disability benefits provided by the Company.
In addition, any stock options shall immediately vest. In the event Mr.
Fertitta's employment is terminated (i) by him other than for Good Reason, or
(ii) by the Company for Cause, Mr. Fertitta will receive all accrued
compensation and other amounts owed to him as of the date of termination. In
the event Mr. Fertitta's employment is terminated (i) by the Company other than
for Cause, (ii) by Mr. Fertitta for Good Reason or (iii) after a Change in
Control, Mr. Fertitta will be entitled to receive; (a) a lump sum payment of
$3,000,000 in consideration of his agreement not to compete with the Company,
(b) an amount equal to two years' base salary, (c) an additional lump sum
payment in lieu of the split-dollar life insurance policy, and (d) a
continuation of certain other employee benefits.

                                       6
<PAGE>

   The provisions of the Personal Service and Employment Agreements of the
Additional Executives (the "Additional Executive Agreements") are substantially
similar, differing only with respect to the specific amounts or value of
certain items of compensation to which each Additional Executive is entitled.
Each Additional Executive is entitled to split-dollar life insurance,
charitable contributions on their behalf and certain other benefits and
perquisites in addition to those made available to the Company's management
generally. The Additional Executives were also granted stock options for the
following number of shares: Mr. Scheinthal--200,000 shares; Mr. West--200,000
shares; and Mr. Ervin--125,000 shares at an exercise price of $6.00 per share.

   In the event an Additional Executives' employment is terminated as a result
of his death or disability, he, or his legal representative, will receive his
base salary throughout the remainder of the term, as well as benefits provided
by the Company. In addition, any stock options that the Additional Executive
received will immediately vest. In the event an Additional Executive's
employment is terminated (i) by him other than for Good Reason or (ii) by the
Company for Cause, the Additional Executive shall only be entitled to receive
accrued compensation and unpaid expenses through his termination date. In the
event an Additional Executive's employment is terminated by the Company other
than for Cause, the Additional Executive shall be entitled to receive, his base
salary for a period of twelve months and maintenance of all insurance benefits.
In the event any Additional Executive's employment is terminated following a
Change in Control, the Additional Executive will: (i) receive a lump sum
payment in consideration of his agreement not to compete in the following
respective amounts: Mr. Scheinthal--$1,500,000; Mr. West--$1,500,000 and Mr.
Ervin--$750,000, (ii) receive those benefits as he would have otherwise been
entitled to receive had he been terminated by the Company other than for Cause,
(iii) have all stock options not yet vested immediately vest, and (iv) receive
a continuation of certain other employee benefits.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

Security Ownership of Certain Beneficial Holders and Management

   The following table sets forth, as of February 28, 2002, certain information
regarding the beneficial ownership of the Company's Common Stock by (a) each
person known to the Company to own beneficially more than five percent of the
outstanding shares of the Company's Common Stock, (b) each director of the
Company, (c) each executive officer named in the Summary Compensation Table
above, and (d) all executive officers and directors of the Company as a group.
Unless otherwise indicated, each of the stockholders has sole voting and
investment power with respect to the shares beneficially owned. The address of
each of Messrs. Fertitta, Scheinthal, West, Ervin, Masucci and Taylor, and
Hospitality Entertainment, L.L.C. ("Hospitality") is 1500 West Loop South,
Houston, Texas 77027.

<TABLE>
<CAPTION>
                                                                  Shares
                                                               Beneficially
                                                                   Owned
                                                             -----------------
   Name of Beneficial Owner                                   Number   Percent
   ------------------------                                  --------- -------
   <S>                                                       <C>       <C>
   Tilman J. Fertitta(1).................................... 6,500,000  27.6%
   Steven L. Scheinthal(2)..................................   215,500     *
   Paul S. West(2)..........................................   229,100     *
   Michael S. Chadwick(2)...................................       -0-     *
   James E. Masucci(2)......................................       800     *
   Joe Max Taylor(2)........................................       -0-     *
   Richard E. Ervin(2)......................................   144,500     *
   Hospitality Entertainment, L.L.C......................... 2,090,000   9.4%
   Dimensional Fund Advisors Inc.(3)........................ 2,064,814   9.3%
   Dalton, Greiner, Hartman, Maher & Co.(3)................. 1,603,487   7.2%
   All executive officers and directors as a group(4) (7
    persons)................................................ 7,089,100  29.7%
</TABLE>
--------
*  Less than 1%.
(1) Includes 1,400,000 shares subject to options which are immediately
    exercisable and 2,090,000 shares owned of record by Hospitality. Mr.
    Fertitta has a 90% record ownership interest in Hospitality (his wife

                                       7
<PAGE>

   owns the remaining 10%) and thus controls Hospitality. Mr. Fertitta is
   deemed to share voting and dispositive power with Hospitality with respect
   to such 2,090,000 shares.
(2) Includes 131,500, 81,666, 0, 800, 0 and 137,500 shares subject to options,
    respectively for the persons named in the above table, which are
    exercisable prior to May 25, 2002 (within 60 days of the date of filing
    this document).
(3) The information set forth herein has been compiled from filings made with
    the SEC on Schedules 13-G dated as of February 12 and January 29, 2002
    respectively. In each case, the named entity possesses sole or shared
    beneficial ownership of the shares listed.
(4) Includes 1,751,466 shares subject to options for all officers and directors
    as a group which are, or will become, exercisable prior to May 25, 2002
    (within 60 days of the date of filing this document).

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

   The policy of the Company is, to the extent practicable, to avoid
transactions (except those which are employment related) with officers,
directors, and affiliates. In any event, any such transactions will be entered
into on terms no less favorable to the Company than could be obtained from
third parties, and such transactions will be approved by a majority of the
disinterested directors of the Company.

   Effective January 1, 1996, the Company entered into a Consulting Service
Agreement (the "Agreement") with Fertitta Hospitality, L.L.C. ("Fertitta
Hospitality"), which is jointly owned by the Chairman and Chief Executive
Officer of the Company and his wife. Pursuant to the Agreement, the Company
provides limited services to Fertitta Hospitality with respect to management
and operational matters, administrative, personnel and transportation matters.
The Company receives a fee of $2,500 per month under the Agreement plus the
reimbursement of all out-of-pocket expenses and such additional compensation as
may be agreed upon. The Agreement provides for a one-year term, which is
automatically renewed unless either party terminates the Agreement upon 30
days' written notice to the other party.

   In 1999, the Company entered into a ground lease agreement with 610 Loop
Venture, LLC, a company wholly-owned by the Chairman and Chief Executive
Officer of the Company, on land adjacent to the Company's corporate
headquarters. The ground lease is for a term of five years with one option
renewal period. Under the terms of the ground lease, 610 Loop Venture pays the
Company base rent of $12,000 per month plus pro-rata real property taxes and
insurance. 610 Loop Venture also has the option to purchase certain property
based upon an appraised value.

   In 2002, in connection with the construction of a Rainforest Cafe restaurant
on a prime tract of waterfront property in Galveston, Texas, the Company
entered into a 20-year, with option renewals, ground lease agreement with
Fertitta Hospitality having a base rent of $96,000 per year. Pursuant to the
terms of the lease, the annual rent is equal to the greater of the base rent or
sliding scale percentage rent of from four to six percent of restaurant
revenues, plus taxes and insurance. The terms of the lease were approved by the
non-employee members of the Board of Directors, who received the opinion of an
independent real estate firm that the economic and non-economic terms of the
lease was a fair-market transaction.

   The above agreements were entered into between related parties and not the
result of arm's-length negotiations. Accordingly, the terms of each transaction
may have been more or less favorable to the Company than might have been
obtained from unaffiliated third parties. The Company believes that the terms
of each transaction were at least as favorable to the Company as that which
could have been obtained in arm's-length transactions with an unaffiliated
party.

                                       8
<PAGE>

                           LANDRY'S RESTAURANTS, INC.

                                   SIGNATURES

   Pursuant to the requirements of the Securities Act of 1934, the Registrant
has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized in the City of Houston, State of Texas, on the 25th
day of March, 2002.

                                          Landry's Restaurants, Inc.

                                                 /s/ Tilman J. Fertitta
                                          By: _________________________________
                                                     Tilman J. Fertitta
                                              Chairman of the Board, President
                                                            and
                                                  Chief Executive Officer

<TABLE>
<CAPTION>
              Signature                          Title                   Date
              ---------                          -----                   ----

<S>                                    <C>                        <C>
      /s/ Tilman J. Fertitta           Chairman, President and      March 25, 2002
______________________________________  Chief
          Tilman J. Fertitta            Executive Officer, and
                                        Director
                                        (Principal Executive
                                        Officer)

         /s/ Paul S. West              Vice President, Chief        March 25, 2002
______________________________________  Financial Officer and
             Paul S. West               Director
                                        (Principal Accounting
                                        Officer)

     /s/ Steven L. Scheinthal          Vice President, Secretary,   March 25, 2002
______________________________________  General Counsel and
         Steven L. Scheinthal           Director

     /s/ Michael S. Chadwick           Director                     March 25, 2002
______________________________________
         Michael S. Chadwick

       /s/ James E. Masucci            Director                     March 25, 2002
______________________________________
           James E. Masucci

        /s/ Joe Max Taylor             Director                     March 25, 2002
______________________________________
            Joe Max Taylor
</TABLE>

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