UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-QSB

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For quarterly period ended: June 30, 2004
Commission file number: 0-18590
GOOD TIMES RESTAURANTS INC.

(Exact name of small business issuer as specified in its charter)

NEVADA

(State or other jurisdiction of incorporation or organization)

84-1133368

(I.R.S. Employer Identification No.)

601 CORPORATE CIRCLE, GOLDEN, CO 80401

(Address of principal executive offices)

(303) 384-1400

(Issuer's telephone number)

 

(Former name, former address and former fiscal year, since last report.)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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.

(x)Yes	()No
**APPLICABLE ONLY TO CORPORATE ISSUERS**
Total number of shares of common stock outstanding at August 13, 2004.

2,343,732 SHARES OF COMMON STOCK, .001 PAR VALUE

Transitional Small Business Disclosure Format (check one): ( )Yes	(x)No
**Form 10-QSB

Quarter Ended June 30, 2004**
**INDEX**PAGE**PART I - FINANCIAL INFORMATION**
1.
Financial Statements     
Consolidated Balance Sheets - June 30, 2004 and September 30, 2003
3 - 4    
Consolidated Statements of Operations - For the three months ended June 30, 2004 and 2003 and for the nine months ended June 30, 2004 and 2003
5    
Consolidated Statements of Cash Flow - For the three months ended June 30, 2004 and 2003 and for the nine months ended June 30, 2004 and 2003
6 - 7    
Notes to Financial Statements
8 - 9   
2.
Management's Discussion and Analysis
10 - 16   
3.
Quantitative and Qualitative Disclosures About Market Risk
16
 
 
 
4.
Controls and Procedures
17**PART II - OTHER INFORMATION**

   
1 through 6
17 - 18    **SIGNATURES
18
 
 
 
 **CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER
19
 
 
 
 **CERTIFICATION OF THE CONTROLLER
20
 
 
 
 **CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER AND CONTROLLER
21**GOOD TIMES RESTAURANTS INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

ASSETS**

June 30,

2004
September 30,

2003
CURRENT ASSETS:  
Cash and cash equivalent
$1,023,000
$1,480,000
Receivables, and other
300,000
206,000
Inventories
114,000
112,000
Notes receivable
90,000
66,000
Total current assets
1,527,000
1,864,000   
PROPERTY AND EQUIPMENT, at cost:  
Land and building
3,517,000
3,505,000
Leasehold improvements
2,728,000
2,711,000
Fixtures and equipment
5,017,000
4,989,000 
11,262,000
11,205,000   
Less accumulated depreciation and amortization
(6,708,000)
(6,112,000) 
4,554,000
5,093,000
OTHER ASSETS:  
Notes receivable, net of current portion
575,000
546,000
Deposits & other
84,000
84,000 
659,000
630,000   
TOTAL ASSETS
$6,740,000
$7,587,000**LIABILITIES AND STOCKHOLDERS' EQUITY**
CURRENT LIABILITIES:  
Current maturities of long-term debt and capital leases
$ 361,000
$ 338,000
Accounts payable
223,000
209,000
Deferred income
51,000
85,000
Accrued liabilities - other
549,000
542,000
Total current liabilities
1,184,000
1,174,000   
LONG-TERM LIABILITIES:  
Debt and capitalized leases, net of current portion
960,000
1,230,000
Deferred liabilities
494,000
487,000
Total long-term liabilities
1,454,000
1,717,000   
MINORITY INTERESTS IN PARTNERSHIPS
695,000
774,000**GOOD TIMES RESTAURANTS INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEET (Continued)

(Unaudited)**

June 30,

2004
September 30,

2003
STOCKHOLDERS' EQUITY:

Preferred stock, $.01 par value; 5,000,000 shares authorized, none issued and outstanding.

Common stock, $.001 par value; 50,000,000 shares authorized, 2,343,732 shares issued and outstanding as of June 30, 2004 and 2,302,971 shares issued and outstanding as of September 30, 2003
2,000
2,000
 
 
 
Capital contributed in excess of par value
13,462,000
13,372,000
Accumulated deficit
(10,057,000)
(9,452,000)
Total stockholders' equity
3,407,000
3,922,000
 
 
 
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
$6,740,000
$7,587,000**GOOD TIMES RESTAURANTS INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)**

Three Months Ended 

June 30,
Nine Months Ended 

June 30, 
2004
2003
2004
2003
NET REVENUES:    
Restaurant sales, net
$4,099,000
$3,882,000
$11,087,000
$11,000,000
Franchise net revenues
118,000
67,000
246,000
220,000
Total revenues
4,217,000
3,949,000
11,333,000
11,220,000
 
 
 
 
 
RESTAURANT OPERATING EXPENSES:
  
  
Food & packaging costs
1,449,000
1,185,000
3,810,000
3,449,000
Payroll & other employee benefit costs
1,248,000
1,217,000
3,594,000
3,498,000
Occupancy & other operating costs
624,000
627,000
1,816,000
1,814,000
Accretion of deferred rent
6,000
6,000
18,000
18,000
Depreciation & amortization
188,000
212,000
570,000
672,000
Total restaurant operating costs
3,515,000
3,247,000
9,808,000
9,451,000
 
 
 
 
 
Selling, general & administrative expenses
702,000
602,000
1,997,000
1,877,000
 
 
 
 
 
INCOME (LOSS) FROM OPERATIONS
0
100,000
(472,000)
(108,000)
 
 
 
 
 
OTHER INCOME & (EXPENSES):
  
  
Minority income (expense), net
(48,000)
(67,000)
(82,000)
(151,000)
Interest, net
( 5,000)
(19,000)
(18,000)
(69,000)
Other, net
( 4,000)
37,000
(32,000)
41,000
Total other income & (expenses)
(57,000)
(49,000)
(132,000)
(179,000)
 
 
 
 
 
NET INCOME (LOSS)
($57,000)
$ 51,000
($604,000)
($287,000)
 
 
 
 
 
NET INCOME (LOSS) PER COMMON SHARE
 
 
 
 
BASIC
($ .02)
$ .02
($ .26)
($ .13)
DILUTED
($ .02)
$ .02
($ .26)
($ .13)
WEIGHTED AVERAGE COMMON SHARES AND EQUIVALENTS USED IN PER SHARE CALCULATION
  
  
BASIC
2,324,698
2,262,626
2,308,834
2,262,615
DILUTED
2,324,698
2,297,752
2,308,834
2,262,615**GOOD TIMES RESTAURANTS INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)**
 
Three Months Ended 

June 30,
Nine Months Ended 

June 30,
 
2004
2003
2004
2003
CASH FLOWS FROM OPERATING ACTIVITIES:    
Net income (Loss)
($57,000)
$ 51,000
(604,000)
(287,000)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
 
 
 
 
Depreciation and amortization
205,000
230,000
616,000
724,000
Accretion of deferred rent
6,000
6,000
18,000
18,000
Minority interest
48,000
67,000
82,000
150,000
Gain on sale of assets
0
(66,000)
0
(66,000)
Changes in operating assets and liabilities:
 
 
 
 
(Increase) decrease in:
 
 
 
 
Receivables
(6,000)
207,000
14,000
(4,000)
Inventories
(12,000)
(4,000)
(2,000)
(10,000)
Prepaid expenses and other
72,000
(8,000)
(114,000)
(50,000)
(Decrease) increase in:
 
 
 
 
Accounts payable
0
23,000
14,000
(10,000)
Accrued and other liabilities
(82,000)
55,000
(38,000)
(46,000)
Net cash provided by (used in) operating activities
174,000
561,000
(14,000)
419,000
 
  
 
 
CASH FLOWS USED IN INVESTING ACTIVITIES
 
 
 
 
Payments for the purchase of property and equipment
(52,000)
(98,000)
(108,000)
(148,000)
Net proceeds from sale of property
22,000
260,000
37,000
260,000
Loans made to franchisees
(9,000)
0
(87,000)
0
Payments received on loans to franchisees************