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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-K

(MARK ONE)

FOR THE FISCAL YEAR ENDED DECEMBER 31, 2001

OR

For the transition period from                                      to                                     

COMMISSION FILE NUMBER 1-9684

CHART HOUSE ENTERPRISES, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

Registrant's telephone number including area code: (312) 266-1100

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
Series A Senior Convertible Redeemable Preferred Stock, par value $1.00 per share

        INDICATE BY CHECK MARK WHETHER REGISTRANT (1) HAS FILED ALL REPORTS REQUIRED TO BE FILED BY SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DURING THE PRECEDING 12 MONTHS (OR FOR SUCH SHORTER PERIOD THAT THE REGISTRANT WAS REQUIRED TO FILE SUCH REPORTS), AND (2) HAS BEEN SUBJECT TO SUCH FILING REQUIREMENTS FOR THE PAST 90 DAYS. Yes ý    No o

        INDICATE BY CHECK MARK IF DISCLOSURE OF DELINQUENT FILERS PURSUANT TO ITEM 405 OF REGULATION S-K ((S) 229.405 OF THIS CHAPTER) 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. o

        The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant (based upon the per share closing sale price of $6.00 on March 20, 2002, and for the purpose of this calculation only, the assumption that all of the registrant's directors and executive officers are affiliates) was approximately $7.6 million. The number of shares outstanding of common stock as of March 20, 2002 was 1,978,316.

DOCUMENTS INCORPORATED BY REFERENCE

Part III—"Item 10. Directors and Executive Officers of the Registrant," "Item 11. Executive Compensation," "Item 12. Security Ownership of Certain Beneficial Owners and Management," and "Item 13. Certain Relationships and Related Transactions" are herein incorporated by reference to the Registrant's Proxy Statement for its 2002 Annual Meeting of Stockholders.

PART I

        This Annual Report on Form 10-K and the documents incorporated herein by reference contain forward-looking statements that have been made pursuant to provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements represent the Company's expectations or beliefs concerning future events, including any statements regarding: future sales and gross profit percentages, the continuation of historical trends, the sufficiency of the Company's cash balances, and cash generated from operating, financing and/or investing activities for the Company's future liquidity and capital resource needs. Without limiting the foregoing, the words "believes," "intends," "projects," "plans," "expects," "anticipates," and similar expressions are intended to identify forward-looking statements. The Company cautions that these statements are further qualified by important economic and competitive factors that could cause actual results to differ materially from those in the forward-looking statements. These factors include, without limitation, risks of the restaurant industry, an industry with many well-established competitors with greater financial and other resources than the Company, and the impact of changes in consumer trends, employee availability, and cost increases. In addition, the Company's ability to expand is dependent upon various factors, such as the availability of attractive sites for new restaurants, the ability to negotiate suitable lease terms, the ability to generate or borrow funds to develop new restaurants, the ability to obtain various government permits and licenses, and the recruitment and training of skilled management and restaurant employees. Accordingly, such forward-looking statements do not purport to be predictions of future events or circumstances and may not be realized.

ITEM 1. BUSINESS.

GENERAL

        Chart House Enterprises, Inc. (the "Company") operates full-service seafood and steakhouse restaurants located predominately throughout the East and West coasts of the United States. At December 31, 2001, the Company's restaurants included 38 seafood oriented Chart House restaurants, six Angelo and Maxie's Steakhouses, and one Peohe's, a seafood restaurant with a more extensive menu. The Company was incorporated in Delaware in 1985. The Company's headquarters are located in Chicago, Illinois.

FINANCIAL CONDITION

        The Company has experienced net losses in each of the last three fiscal years. These results, in conjunction with an extensive restaurant renovation and expansion program, have severely strained the Company's capital resources. At December 31, 2001, the Company had in excess of $25 million of senior, secured debt that matures on April 30, 2002. Since December 2001, the Company has been conducting a review of strategic alternatives with a principal focus on identifying appropriate sources of capital to address the debt maturity matter. This process has identified a number of capital sources, several of whom have expressed possible interest in making a significant investment in the Company. Although no definitive agreements have been reached with any of these potential investors, and no assurances can be given, management continues to believe that this process will be successful.

        In the event the Company is not able to obtain sufficient capital by April 30, 2002 to retire the senior, secured debt, the lenders have the right to foreclose on their collateral. Alternatives to foreclosure include, among others, extension of the maturity date or a filing for reorganization by the Company under the Federal Bankruptcy Code. While no assurances can be given, management believes that the Company will be able to continue to operate its restaurants and that the debt maturity matter will be satisfactorily resolved.

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CONCEPTS

        The Company's operations commenced in 1961 with the opening of the first Chart House restaurant in Aspen, Colorado by a predecessor of the Company. The Company was established in 1985 as a vehicle to acquire the 54 unit Chart House brand from a predecessor, as well as two other concepts subsequently disposed of by the Company. The Chart House brand grew to a peak of 63 domestic units located in 21 states as well as Puerto Rico and the U.S. Virgin Islands. In early 1998, the Company began forming a new management team that developed and executed an operational strategy including: disposal of 22 restaurants that did not meet sales and profitability standards, demographic requirements, or geographic fit; completion of a $31 million renovation program during 1998-2000 to remodel the remaining restaurants; re-engineering of the menu to a predominately fresh seafood focus; and enhanced information systems.

        At December 31, 2001, there were 38 Chart House restaurants in operation in 17 states located predominately on the East and West coasts. Chart House restaurants are full-service seafood restaurants characterized by a comprehensive menu of eight species of fresh fish at any one time that are the basis for over 40 preparation choices. Chart House restaurants are designed to capture the distinguishing elements of the surrounding area and transform them into the building's exterior architecture and offer an interior design that enhances the Company's seafood-driven value proposition. The restaurant buildings are sensitive to their surroundings, functional in layout, and typically freestanding structures. Each interior room is customized to adopt the textures and colors representative of the geographic location in a contemporary setting accentuated by nautical-themed and action-adventure oriented artwork. Many of the restaurants offer patrons stunning views of the Atlantic ocean, Pacific ocean, area lakes, or mountain ranges. Representative exteriors of Chart House restaurants range from the restored 18^th century former office of John Hancock on Boston's Long Wharf to the modern three-tiered glass restaurant in Philadelphia overlooking the Delaware River.

        The Company opened its Peohe's restaurant in January 1988, in Coronado, California overlooking San Diego Bay and the San Diego city skyline. Although similar to the Company's Chart House restaurants in many respects, Peohe's opened under a different name in part to minimize confusion and competition with other nearby Chart House restaurants and also to provide Chart House management a suitable vehicle for experimentation and development of different menu items, restaurant design, and operating concepts. Peohe's has a more extensive and higher priced menu, higher level of service, and greater variety of cooking techniques than the typical Chart House restaurant.

        In April 1999, the Company acquired the Angelo and Maxie's Steakhouse in Manhattan, New York and expanded the concept by opening four additional units in 2000 (one of which closed in 2001) and two in 2001. The Angelo and Maxie's concept offers steaks supported by a comprehensive selection of American fare, served in oversized portions at prices lower than competing upscale steakhouses. The Angelo and Maxie's concept appeals to a more diverse group of predominately younger men and women from multiple ethnic backgrounds who use the restaurant for a broader variety of occasions than typical steakhouse users. Each location offers a wide variety of premium cigars and offers customers the opportunity to lease humidor space at the restaurant on an annual basis. The setting is designed to communicate an energetic, fun, and retro 1930's atmosphere that encourages a "see and be seen" environment. The Angelo and Maxie's concept combines the sophistication of the traditional steakhouse with the energy and openness of contemporary fine dining. The restaurants are designed in an art deco-style décor, with warm woodwork reminiscent of Frank Lloyd Wright, including glowing bronzes and contemporary Tiffany light fixtures. Giant murals on the walls, depicting dining and drinking cows, are present in all units and help to reinforce the whimsical, modern feel that the brand represents. Angelo and Maxie's energetic feel and lower price point lends itself to everyday dining, in addition to special occasions. As a result, the concept has a very broad customer base. The acquisition and growth of the Angelo and Maxie's concept created diversification for the Company's predominately seafood operations.

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        The annual revenue for each Chart House restaurant in operation for all of 2001 ranged from $1.6 million to $10.6 million, with average annual revenues per restaurant of $3.1 million. The annual revenue for each Angelo and Maxie's restaurant in operation for all of 2001 ranged from $1.6 million to $9.2 million, with average annual revenues per restaurant of $3.9 million. The average dinner check at Chart House restaurants was approximately $39 per person. The average dinner check at Angelo and Maxie's was approximately $54 per person.

        The Company's business is seasonal in nature, with revenues and operating income for the second and third quarters greater than in the first and fourth quarters as the Company benefits from expanded seating capacity and the generally higher level of leisure travel in the spring and summer quarters. The operating hours are typically 5:00 p.m. to 11:00 p.m. Some selected restaurants are also open for lunch and/or Sunday brunch; selected restaurants also offer banquet services.

        Alcoholic beverages are available at all locations. The sale of alcoholic beverages accounted for approximately 24% of 2001 revenues generated at the Chart House restaurants, and accounted for approximately 30% of 2001 revenues generated at the Angelo and Maxie's restaurants.

EXPANSION STRATEGY

        The Company's long-term growth strategy includes expanding both the Chart House and Angelo and Maxie's concepts. Toward this end the Company has developed plans and specifications for a prototype Chart House restaurant that could be developed in both urban and suburban locations. Among other things, the prototype capitalizes on the dramatic views with which the Chart House concept has been associated by bringing the view inside the four walls of the restaurant through the use of water walls, aquariums, and nautical theme artwork. The future development of the Angelo and Maxie's concept will be facilitated by the knowledge garnered from the recent development of six steakhouses. Through this development process, the Company has determined the ideal space requirement and seating, lounge, and kitchen layout. In addition, the Company has now refined its operating procedures and menu execution for this concept.

        When identifying and developing future restaurant sites, the Company places particular emphasis on a potential site's physical location. Trade area demographics, traffic volume, visibility, and accessibility are all key performance indicators analyzed by management. Sales and profit projections are then prepared to determine whether the economics of investment are sound. The Company accords great importance to the selection of and coordination with the architect to ensure that the proposed restaurant structure fits the Company's image. Senior management is involved extensively in each facet of the site selection process.

        The rate at which the Company can successfully achieve these expansion objectives is dependent upon the success of locating acceptable sites, negotiating acceptable lease terms, obtaining requisite governmental permits and approvals, supervising location construction, recruitment and training of qualified personnel, and access to capital. Since the latter part of 2000, the Company's access to expansion capital has been severely limited. The Company's financial condition does not allow for the expansion of either of its restaurant concepts in 2002. See "Item 7. Management's Discuss and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources." Results of operations and changes in the Company's capital structure will determine the nature, extent, and timing of future restaurant development.

MENU

        The Chart House menu is comprised of eight species of fresh fish at any one time that are the basis for over 40 imaginative, proprietary recipes including a vast section of fresh fish and seafood entrees that are grilled, baked, or blackened at the customer's preference. The menu changes daily based upon the local availability of species, seasonality, and price to maximize both selection and

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profitability. Signature items include Sesame Crusted Salmon, Macadamia Crusted Mahi Mahi, Spiced Yellow Fin Ahi, and Hot Chocolate Lava Cake dessert. The Company also promotes special seasonal fish choices, such as its spring Alaska seafood promotion, to provide consumers with additional limited availability seafood selections. Fresh fish and seafood items represent over 65% of Chart House food entrée sales and management believes that its ability to execute such sophisticated menu offerings in multiple markets throughout the United States is a key competitive advantage. In addition to its proprietary selection of imaginative entrees, the majority of Chart House restaurants feature an elaborate salad bar.

        Angelo and Maxie's is renowned for its thick, juicy steaks and has devised a menu which provides high-quality products served in portions that emphasize "American abundance" at reasonable prices. Angelo and Maxie's menu is split into two categories, "Meat and Not Meat," and offers a broad spectrum of oversized steaks, salads, fish, and chicken and a broad selection of á la carte side dishes. Diners can choose from a wide array of over 20 entrees offering a more diverse selection than many competing steakhouses. Signature items include the 26-ounce Ribeye Steak, 13-ounce Filet Mignon, Grilled 10-ounce Yellowfin Tuna, Two-pound Roasted Chicken Breast with Garlic Lemon Black Pepper Crust, and the White Chocolate Martini. Angelo and Maxie's also offers an extensive 100 bottle wine list. The menu also offers a wide selection of premium cigars, which can be purchased either from the menu or in a retail area at the front of the restaurant.

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RESTAURANT LOCATIONS

        The following table depicts existing restaurants as of December 31, 2001:

(1)

Exclusive of banquet seating.

(2)

The Company acquired this location in April 1999.

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COMPETITION

        The restaurant industry is highly competitive and menu, price, service, convenience, location, and ambience are all important factors that differentiate concepts for consumers. The Company competes with many other restaurants in the upscale casual and fine dining markets, as well as the seafood and steakhouse sectors.

        Chart House competes with a broad selection of national, regional, and independent restaurants. On a national scale, Chart House is a leading brand with few direct competitors and no clear market leader that dominates the segment. Chart House feels that it offers a superior value proposition and differentiates itself by providing the most comprehensive and innovative selection of high-quality fresh fish and seafood, a unique ambience, and superior customer service at reasonable price points in non-duplicative destination locations.

        Angelo and Maxie's competes in the steakhouse segment and its primary competition comes from other national upscale steakhouses, as well as regional and independent steakhouses in selected markets. Angelo and Maxie's believes it offers a differentiated guest experience by providing unique, high-quality aged steaks in abundant portions, coupled with an energetic environment that provides broader occasion appeal than other traditional steakhouses.

OPERATIONS

        In order to maintain a consistently high level of food quality and service in all of its restaurants, the Company has established uniform operational standards which are implemented by the managers of each restaurant. All restaurants are required to be operated in accordance with rigorous standards and specifications relating to the quality of ingredients, preparation of food, menu selection, maintenance of premises, and employee conduct. Corporate office personnel ensure standard menu offerings are adhered to with periodic revision to standard recipes and menus, and lists of approved ingredients and supplies based upon the quality, availability, cost, and customer acceptance of various menu items. The Company maintains centralized financial and accounting control for its restaurants. On a daily basis, restaurants report customer counts, sales, labor costs, and deposit information to Company headquarters. On a weekly basis, restaurant managers forward a summarized profit and loss statement, sales report, and supplier invoices.

MARKETING

        The Company's marketing strategy is designed to capitalize on the historical strength of the Chart House brand and the deep-brand penetration that Angelo and Maxie's has achieved in New York City, its core market. The Company's headline for Chart House is "America's Favorite Seafood," while the headline for Angelo and Maxie's is "I'm in the mood..." As the Company has developed Angelo and Maxie's outside of New York, marketing initiatives to build brand awareness have included a combination of local promotional efforts as well as radio and print advertising. The advertising focus for Angelo and Maxie's is centered around delivering an engaging and memorable tag line that appeals to the concept's younger, more energetic target market. The Company uses edgy advertising campaigns to differentiate the brand from its stuffier counterparts and deliver a fresh twist on an American classic: the steakhouse. Bold print ads, in eye-catching colors, feature the superlative steak and other fare offered at the restaurant. Bold radio spots reinforce both brands' younger consumer and fun, exotic feel.

        The Company's integrated marketing communications programs consist of public relations, advertising (print, direct mail, electronic mail, and local radio), and promotions. The Company also commits resources to its internally developed ViewPoints Frequent Dining Program. Established in 1999, ViewPoints enables approximately 200,000 participating Chart House patrons to earn dining rewards such as purchasing discounts through frequent dining use. The Company manages the customer

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profile database to drive visit frequency, increase customer loyalty, and to ensure the Chart House brand remains top of mind through the use of electronic mail and other direct marketing initiatives.

        Chart House has also developed a strategic relationship with iDine Rewards Network, Inc. ("iDine"), a related party and owner of the iDine frequent diner program. iDine manages a member base of over six million diners and promotes rewards through frequent dining on designated days of the week at its participating restaurants. In connection with the advance sale of discounted food and beverage credits, the Company receives advertising in iDine publications and through the relationships iDine has established with major airlines to feature Chart House and Angelo and Maxie's as preferred dining choices.

        Advertising expense was $3.3 million, $1.6 million, and $1.1 million in fiscal years 2001, 2000, and 1999, respectively, representing 2.2%, 1.1%, and 0.7% of respective revenues for each year.

PURCHASING

        The Company's ability to maintain consistent quality throughout its system depends in large part upon its ability to acquire food products and related items from reliable sources in accordance with Company specifications. Suppliers are pre-approved by the Company and are required to adhere to strict product specifications to ensure that high-quality food and beverage products are served in the restaurants. The Company negotiates directly with the major suppliers to obtain competitive prices and uses purchase agreements to stabilize the potentially volatile pricing associated with certain commodities. Management believes that adequate alternative sources of quality food and supplies are readily available.

TRADEMARKS

        The original "Chart House" logo and trademark were registered with the United States Patent and Trademark Office (the "USPTO") in 1972 and 1977, respectively. An updated corporate "Chart House" logo and trademark were registered with the USPTO in August 1997. The "Peohe's" logo and trademark were registered with the USPTO in 1988. The "Angelo and Maxie's Steakhouse" word mark was registered with the USPTO in 1997. The "Angelo & Maxie's Steakhouse" logo was registered with the USPTO in April 2000. Trademarks in connection with "ViewPoints," the Company's frequent dining program, were registered with the USPTO in January 2001. Various marketing slogans and other marks are currently pending with the USPTO.

        The "Chart House" trademark and logo is licensed by the Company to the operators of two Chart House restaurants, one located in Honolulu, Hawaii and one in Kona, Hawaii.

GOVERNMENT REGULATION

        Each of the Company's restaurants is subject to various federal, state and local laws, regulations, and administrative practices affecting its business and must comply with provisions regulating, among other things, health and sanitation standards, equal employment, public accommodations for disabled patrons, minimum wages, worker safety and compensation, and licensing for the sale of food and alcoholic beverages. Difficulties or failures in obtaining or maintaining required liquor licenses, or other required licenses, permits, or approvals, could delay or prevent the opening of new restaurants or adversely affect the operations of existing restaurants.

        Federal and state environmental regulations have not had a material effect on the Company's operations, but more stringent and varied requirements of local governmental bodies with respect to zoning, land use, and environmental factors could delay construction of new restaurants and add to their construction cost.

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        The Company is also subject to the Fair Labor Standards Act, which governs such matters as minimum wages, overtime, and other working conditions. A significant number of the Company's food service personnel are paid at rates related to federal and state minimum wage requirements and, accordingly, increases in the minimum wage or decreases in the allowable tip credit will increase the Company's labor cost. There can be no assurance that future legislation covering, among other matters, mandated health insurance and living wage increases, will not be enacted and subsequently have a significant effect on Company profitability.

        The Company believes it is operating in compliance with applicable laws, regulations, and administrative practices governing its operations.

EXECUTIVE OFFICERS OF THE COMPANY

        The following table sets forth certain information about the Executive Officers of the Company. The positions are with Chart House Enterprises, Inc.

        Executive Officers of the Company are appointed annually by the Board of Directors and serve at the Board's discretion.

        Thomas J. Walters was promoted to Chief Executive Officer in November 1998. He joined the Company as President and Chief Operating Officer and became a member of the Board of Directors in February 1998. From March 1995 until February 1998, Mr. Walters was President of Morton's of Chicago. He also previously held the positions at Morton's of Vice President of Operations and Regional Manager from March 1993 to March 1995. Prior to Mr. Walters' association with Morton's, he was Director of Food and Beverage with the Ritz-Carlton Hotel Corporation for six years. He has also held positions as Director of Food and Beverage for the La Costa Resort & Spa, and Director of Catering and Banquet for the Hyatt Hotels Corporation.

        Kenneth R. Posner was appointed President and Chief Financial Officer of the Company in April 2001. From April 1999 until July 2000, Mr. Posner was Executive Vice President and Chief Financial Officer of Lodgian, Inc., the owner and operator of 106 mid-scale hotels in 32 states. Prior to Mr. Posner's position at Lodgian, he spent 18 years as Senior Vice President of Finance and Treasurer of H Group Holdings, Inc., the privately held parent company for more than 200 corporations, including, among others, Hyatt Hotels and Resorts and Grand Victoria Riverboat Casinos. He has also served on the Board of Directors for most business units of H Group Holdings, Inc. and as a trustee of all of its employee benefit programs.

EMPLOYEES AND RESTAURANT STAFFING

        Each restaurant is managed by one general manager and typically three assistant managers, depending on the operating characteristics and size of the restaurant. On average, general managers possess approximately five years experience with the Company. Each of the Company's general managers has primary responsibility for day-to-day operations in one of the Company's restaurants, including customer relations, food service, cost controls, restaurant maintenance, personnel relations, implementation of Company policies, and the restaurant's profitability. A portion of each general manager's and other restaurant manager's compensation depends directly on the restaurant's profitability.

        The success of each concept relies on the continued involvement of regional Directors of Operations, Vice Presidents of Operations, the President, and the Chief Executive Officer of the

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Company. There are currently five regional Directors of Operations, each of whom is responsible for five to eight restaurants in a designated region. The regional Directors of Operations report to one of two Vice Presidents of Operations. The involvement of operations management ranges from attracting quality management teams for the restaurants to routine visits to each location enforcing strict adherence to Company strategies, polices, and standards of quality.

        At December 31, 2001, the Company employed approximately 3,200 persons, of whom approximately 46 are corporate personnel. Approximately 190 are restaurant management personnel and the remainder represents hourly restaurant personnel. None of the Company's employees are covered by a collective bargaining agreement. The Company has never experienced a work stoppage and considers its labor relations to be good.

ITEM 2. PROPERTIES.

        All of the restaurant properties used by the Company are subject to a lease agreement. The Company currently leases 38 Chart House restaurants, one Peohe's restaurant, and six Angelo and Maxie's restaurants. The average remaining lease term (including renewal options) as of December 31, 2001, was 25.5 years for the Chart House restaurants (including Peohe's) and 17.3 years for Angelo and Maxie's restaurants.

        Chart House restaurant sizes range from 5,100 to 32,000 square feet with an average of 9,112 square feet. Seating capacities range from 140 to 396 with an average of 237. Angelo and Maxie's restaurant sizes range from 6,486 to 9,700 square feet with an average of 8,453 square feet. Seating capacities range from 210 to 320 with an average of 266.

        The amount of rent paid to lessors and the methods of computing rent vary considerably from lease to lease. All of the Company's restaurant property leases provide for a minimum annual rent, and most leases require payment of additional rent based on sales volume at the particular location over specified minimum levels. All of the Company's assets are pledged as collateral under a Revolving Credit and Term Loan Agreement among the Company, Chart House, Inc., certain banks and Fleet National Bank, as agent, as amended ("Credit Agreement").

        The Company's executive offices occupy approximately 13,200 square feet of leased office space in a building located in Chicago, Illinois. This lease expires in June 2003, with an option to extend the term to June 2006.

ITEM 3. LEGAL PROCEEDINGS.

        The Company periodically is a defendant in litigation incidental to its business activities. While any litigation or investigation has an element of uncertainty, the Company believes that the outcome of any of these matters will not have a material adverse effect on its financial condition or operations.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

        No matters were submitted to a vote of security holders during the fourth quarter of the fiscal year covered by this report.

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PART II

ITEM 5.    MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

        The Company's Common Stock was listed on the New York Stock Exchange under the trading symbol CHT through January 30, 2002. The Company's Common Stock is currently quoted on the NASD OTC Bulletin Board under the trading symbol FISH. The Company has submitted applications for listing of its shares on other stock exchanges, although no assurances can be given that such applications will be approved. On March 20, 2002, there were approximately 654 holders of record of the Company's Common Stock. The Company has not paid any cash dividends on its Common Stock and does not anticipate paying cash dividends in the foreseeable future. In addition, the Company's Credit Agreement restricts the payment of cash dividends.

        The following table sets forth the quarterly high and low sales prices for a share of the Company's Common Stock for the two most recent fiscal years. On February 22, 2002, the Company effected a reverse split of its Common Stock, pursuant to which each six shares of Common Stock issued and outstanding on such date were reclassified as and converted into one share of Common Stock immediately following the reverse split. See "Note 15. 'Subsequent Events' of Item 8. 'Financial Statements.' " The prices in the table below do not reflect the impact of the reverse stock split.

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ITEM 6.    SELECTED FINANCIAL DATA.

Selected Financial Data

(In thousands, except per share and number of restaurants data)

(1)

On February 22, 2002, the Company effected a reverse split of its Common Stock, pursuant to which each six shares of Common Stock issued and outstanding on such date were reclassified as and converted into one share of Common Stock immediately following the reverse split. The reverse split has been reflected in the accompanying financial data schedule as if the reverse split had occurred at the beginning of fiscal 1997.

ITEM 7.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

OVERVIEW

        The Company operates full-service seafood and steakhouse restaurants located predominately throughout the East and West coasts of the United States. The Company's restaurant concepts include Chart House restaurants, which are full-service seafood restaurants characterized by a comprehensive menu of eight species of fresh fish at any one time that are the basis for over 40 preparation choices; Angelo and Maxie's Steakhouse, which competes in the upscale steakhouse sector, providing a differentiated, high-energy dining experience that appeals to non-traditional steakhouse consumers; and

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Peohe's, a seafood restaurant with a more extensive menu. The Company operated the following number of restaurants at the end of fiscal years 2001, 2000, and 1999:

(1)

The Company acquired the first Angelo and Maxie's restaurant during April 1999.

        During 1998, the Company identified a number of opportunities intended to reposition the Company for growth. These opportunities included disposing of 22 restaurants, 11 of which were identified for disposal during 1999. In addition, the Company executed a $31 million renovation program to remodel the restaurants it continues to operate. The Company also acquired Angelo and Maxie's Steakhouse during 1999 to diversify its seafood portfolio. The Company opened a total of six additional Angelo and Maxie's restaurants over 2000 and 2001. One of these locations was closed during the fourth quarter of 2001 and the Company anticipates closing another location in 2002.    During 2001, the Company canceled restaurant development plans at three locations and currently has no plans to open additional restaurants during 2002. The Company will continue to evaluate disposition options for existing restaurants that do not positively contribute to the operations of the Company.

        The Company has increased its borrowings from banks and established borrowings with a related party over the three years ended December 31, 2001, primarily to fund the renovation program of the Chart House restaurants and the acquisition and growth of the Angelo and Maxie's Steakhouses. The Company's bank credit facility was most recently amended during the fourth quarter of 2001 in order to, among other things, increase availability by $2.0 million and accelerate the maturity to April 30, 2002. The Company also raised a net $7.1 million ($8.5 million before related costs) from the issuance of Series A preferred stock during the second quarter of 2001. Net proceeds were used primarily to repay a portion of the Company's related party borrowings and construction and other costs associated with the recently opened Angelo and Maxie's Steakhouses. See "Liquidity and Capital Resources."

RESULTS OF OPERATIONS

        The Company reports fiscal years under a 52/53-week format. This reporting method is used by many companies in the restaurant and retail industries and is meant to improve year-to-year comparisons of operating results. The fiscal quarters of the Company consist of 13-week periods. Under this method, certain years will contain 53 weeks. Fiscal 2001 contains 53 weeks, while fiscal 2000 and 1999 contain 52 weeks.

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        The following table presents the results of operations for each of the fiscal years ended December 31, 2001, December 25, 2000, and December 27, 1999.