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 January 2, 2005

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 0-22639

CHAMPPS ENTERTAINMENT, INC.
(Exact name of registrant as specified in its charter)


Delaware (State or other jurisdiction of incorporation or organization)	04-3370491 (I.R.S.Employer Identification No.)
10375 Park Meadows Drive, Suite 560, Littleton, Colorado (Address of principal executive offices)	80124 (Zip Code)

(303) 804-1333
(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 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 whether the registrant is an accelerated filer
(as defined in Rule 12b-2 of the Exchange Act). Yes X No __

Number of shares of Common Stock, $.01 par value, outstanding at February 4, 2005:
12,866,791 (excluding 471,588 shares held in our treasury).

CHAMPPS ENTERTAINMENT, INC.

INDEX

PART I – FINANCIAL INFORMATION


ITEM 1. ITEM 2. ITEM 3. ITEM 4.	Financial Statements: Unaudited Consolidated Balance Sheets as of January 2, 2005 and June 27, 2004 (Restated) Unaudited Consolidated Statements of Operations - Three and Six Months Ended January 2, 2005 and December 28, 2003 (Restated) Unaudited Consolidated Statement of Shareholders' Equity and Comprehensive Income- Six Months Ended January 2, 2005 Unaudited Consolidated Statements of Cash Flows – Six Months Ended January 2, 2005 and December 28, 2003 (Restated) Notes to Unaudited Consolidated Financial Statements – Three and Six Months Ended January 2, 2005 and December 28, 2003 (Restated) Management’s Discussion and Analysis of Financial Condition and Results of Operations Quantitative and Qualitative Disclosures about Market Risk Controls and Procedures	1 2 3 4 5 19 33 34

PART II – OTHER INFORMATION


ITEM 1. ITEM 2. ITEM 3. ITEM 4. ITEM 5. ITEM 6.	Legal Proceedings Unregistered Sales of Equity and Use of Proceeds Defaults upon Senior Securities Submission of Matters to a Vote of Security Holders Other Information Exhibits	35 35 35 35 37 37

PART I – FINANCIAL INFORMATION

ITEM 1. Financial Statements

CHAMPPS ENTERTAINMENT, INC.
CONSOLIDATED BALANCE SHEETS
As of January 2, 2005 and June 27, 2004 (Restated — Note 2)
(In thousands except share data)
(Unaudited)

	January 2, 2005		June 27, 2004
			Restated — Note 2
ASSETS
Current assets:
Cash and cash equivalents	$	3,222	$	1,449
Restricted cash		--		101
Accounts receivable		4,755		3,046
Inventories		4,643		4,394
Prepaid expenses and other current assets (Note 7)		3,429		1,782
Deferred tax assets		2,812		2,825

Total current assets		18,861		13,597
Property and equipment, net		91,301		88,955
Goodwill		5,069		5,069
Deferred tax assets		22,484		23,547
Other assets, net (Note 8)		2,705		2,581

Total assets	$	140,420	$	133,749


LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	3,720		$	4,315
Accrued expenses (Notes 4 and 9)		10,946			9,178
Current portion of long-term debt (Note 6)		946			942

Total current liabilities		15,612			14,435
Long-term debt, net of current portion		17,729			17,621
Other long-term liabilities (Notes 4 and 9)		28,173			26,685

Total liabilities		61,514			58,741

Commitments and contingencies (Note 4)		--			--
Shareholders' equity:
Preferred stock ($.01 par value per share; authorized 5,000,000 shares;
none issued)		--			--
Common stock ($.01 par value per share; authorized 30,000,000
shares; 13,331,544 and 13,285,253 shares issued at January 2, 2005
and June 27, 2004, respectively)		133			133
Additional paid-in capital		90,670			90,393
Accumulated deficit		(8,314	)		(12,159	)
Accumulated other comprehensive income		--			224
Treasury stock, at cost (471,588 shares)		(3,583	)		(3,583	)

Total shareholders' equity		78,906			75,008

Total liabilities and shareholders' equity	$	140,420		$	133,749

See accompanying notes to unaudited consolidated financial statements.

CHAMPPS ENTERTAINMENT, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
Three and Six Months Ended January 2, 2005 and December 28, 2003 (Restated —Note 2)
(In thousands except per share data)
(Unaudited)

	Three Months Ended					Six Months Ended
	January 2, 2005			December 28, 2003		January 2, 2005			December 28, 2003
				Restated— Note 2					Restated— Note 2
Revenue
Sales	$	57,649		$	54,667	$	112,993		$	103,414
Franchising and royalty, net		134			144		287			282

Total revenue		57,783			54,811		113,280			103,696

Costs and expenses
Restaurant operating expenses:
Product costs		16,093			15,173		31,459			28,883
Labor costs		16,989			17,076		34,608			33,061
Other operating expenses		9,188			8,226		18,387			15,963
Occupancy		5,231			4,896		10,435			9,591
Depreciation and amortization		2,783			2,452		5,463			4,679

Total restaurant operating expenses		50,284			47,823		100,352			92,177

Restaurant operating and franchise contribution		7,499			6,988		12,928			11,519
General and administrative expenses		3,165			2,959		6,256			5,507
Pre-opening expenses		431			756		644			1,595
Other (income) expense		21			50		(121	)		83

Income from operations		3,882			3,223		6,149			4,334
Other (income) expense:
Interest expense and income, net		383			599		757			1,148
Expenses related to predecessor companies		(45	)		166		265			205

Income before income taxes		3,544			2,458		5,127			2,981
Income tax expense		886			580		1,282			703

Net income	$	2,658		$	1,878	$	3,845		$	2,278

Basic income per share (Note 3):	$	0.21		$	0.15	$	0.30		$	0.18

Diluted income per share (Note 3):	$	0.20		$	0.15	$	0.29		$	0.18

Basic weighted average shares outstanding		12,857			12,787		12,839			12,780

Diluted weighted average shares outstanding		13,107			12,941		13,084			12,901

See accompanying notes to unaudited consolidated financial statements.

CHAMPPS ENTERTAINMENT, INC.
CONSOLIDATED STATEMENT OF SHAREHOLDERS’ EQUITY AND COMPREHENSIVE INCOME
Six Months Ended January 2, 2005
(In thousands except share data)
(Unaudited)

	Common Stock												Treasury Stocholders'
	Shares		Amount		Additional Paid-in Capital		Accumulated Deficit			Accumulated Other Comprehensive Income			Shares		Amount			Total Share holders' Equity
Balance as of June 27, 2004 (as previously reported)		13,285,253		133		90,393		(8,627	)		224			471,588		(3,583	)		78,540
Restatement adjustments —Note 2		--		--		--		(3,532	)		--			--		--			(3,532	)
Balance as of June 27, 2004 (as restated —Note 2)		13,285,253		133		90,393		(12,159	)		224			471,588		(3,583	)		75,008
Net income		--		--		--		3,845			--			--		--			3,845
Reclassification adjustment for the
gain on sale of securities realized
in net income		--		--		--		--			(224	)		--		--			(224	)
Common shares issued		46,291		--		277		--			--			--		--			277

Balance as of January 2, 2005		13,331,544	$	133	$	90,670	$	(8,314	)	$	--			471,588	$	(3,583	)	$	78,906