Washington, D.C.  20549


Current Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 11, 2009

(Exact name of registrant as specified in its charter)

 (State of
 (Commission File
 (IRS Employer
Identification Number)

2481 Manana Drive
Dallas TX 75220
(Address of principal executive offices)

Registrant’s telephone number, including area code:    (214) 357-9588

Check the appropriate box if the Form 8-K filing is intended to simultaneously satisfy the reporting obligation of the registrant under any of the following provisions:

o           Written communications pursuant to Rule 425 under the Securities Act
o           Soliciting material pursuant to Rule 14a-12 of the Exchange Act
o           Pre-commencement communications pursuant to Rule 14d-2(b) Exchange Act
o           Pre-commencement communications pursuant to Rule 13e-4(c) Exchange Act

Item 2.02.                                Results of Operations and Financial Condition.

The information contained in Item 2.02 of this Current Report on Form 8-K, including the Exhibit attached hereto, is being furnished and shall not deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section.  Furthermore, the information contained in Item 2.02 of this Current Report on Form 8-K shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended.

On June 11, 2009, Dave & Buster’s, Inc. issued a press release announcing its first quarter fiscal 2009 results.  A copy of this Press Release is attached hereto as Exhibit 99.

Item 9.01.                                Financial Statements and Exhibits.

(d)           Exhibits.

Press release dated June 11, 2009.


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 hereunto duly authorized.
Date: June 15, 2009  
/s/ Jay L. Tobin  
    Jay L. Tobin  
Senior Vice President, General Counsel and Secretary



News Release
For further information contact:
Jeff Elliott or Geralyn DeBusk
Halliburton Investor Relations

Dave & Buster’s, Inc. Reports Financial Results for its Fiscal 2009 First Quarter

DALLAS—June 11, 2009—Dave & Buster's, Inc., a leading operator of high volume entertainment/dining complexes, today announced results for its first quarter ended May 3, 2009.
Total revenues decreased 2.8% to $138.4 million in the first quarter of 2009, compared to $142.5 million in the first quarter of 2008.  This revenue decline was comprised primarily of a 7.9% decrease in comparable store sales offset by a $7.1 million increase in revenues from non-comparable operations.  Total Food and Beverage revenues decreased 4.9%, while revenues from Amusements and Other decreased 0.5%.

EBITDA (Modified) for the first quarter of 2009 of $25.9 million was less than prior year EBITDA (Modified) of $27.2 million by 4.7%. Adjusted EBITDA, which excludes Startup costs, Wellspring expense reimbursements and non-recurring charges, decreased 1.4% to $27.3 million versus $27.7 million in the first quarter of fiscal 2008.

" We continue to manage through a very difficult sales environment, one that is especially challenging for our special events business.  I am encouraged by our ability to improve margins during this period of sales decline." said Steve King, Chief Executive Officer.  " Through a combination of continued margin performance and new store openings, we have maintained our adjusted EBITDA performance versus prior year."

Non-GAAP Financial Measures
A reconciliation of EBITDA (Modified) and Adjusted EBITDA to net income, the most directly comparable financial measure presented in accordance with GAAP, is set forth in the attachment to this release.

The Company will hold a conference call to discuss first quarter results on Thursday, June 11, at 10:00 a.m. Central Time (11:00 a.m. Eastern Time).  To participate in the conference call, please dial (866) 765-2661 a few minutes prior to the start time and reference code # 13289977.  Additionally, a live and archived webcast of the conference call will be available on the Company's Web site,

Celebrating over 25 years of operations, Dave & Buster's was founded in 1982 and is one of the country's premier entertainment/dining concepts in the United States and in Canada.  The Company is proud to announce the upcoming (June 15, 2009), opening of a new large format store, which is located in Indianapolis, Indiana.  The Indianapolis location will be the 54th Company–operated store in North America and the second Dave & Buster’s new store opening in Fiscal 2009.  More information on the Company is available on the Company's Web site,


The statements contained in this release that are not historical facts are forward-looking statements. These forward-looking statements involve risks and uncertainties and, consequently, could be affected by our level of indebtedness, general business and economic conditions, the impact of competition, the seasonality of the company’s business, adverse weather conditions, future commodity prices, guest and employee complaints and litigation, fuel and utility costs, labor costs and availability, changes in consumer spending, changes in demographic trends, unfavorable publicity, our ability to open new complexes, acts of God, and governmental regulations.

Condensed Consolidated Balance Sheets
(in thousands)

May 3, 2009
February 1, 2009
Current assets:
Cash and cash equivalents                                                                                   
  $ 9,135     $ 8,534  
Other current assets                                                                                   
    30,933       30,619  
Total current assets                                                                             
    40,068       39,153  
Property and equipment, net                                                                                        
    292,478       296,805  
Intangible and other assets, net                                                                                        
    144,356       144,978  
Total assets                                                                             
  $ 476,902     $ 480,936  
Total current liabilities                                                                                        
  $ 70,562     $ 74,349  
Other long-term liabilities                                                                                        
    81,991       85,314  
Long-term debt, less current installments                                                                                        
    227,125       229,250  
Stockholders’ equity                                                                                        
    97,224       92,023  
            Total liabilities and stockholders’ equity                                                                                        
  $ 476,902     $ 480,936  

Consolidated Statements of Operations
(dollars in thousands)
13 Weeks Ended
May 3, 2009
13 Weeks Ended
May 4, 2008
Food and beverage revenues
  $ 71,000       51.3 %   $ 74,665       52.4 %
Amusement and other revenues
    67,426       48.7 %     67,798       47.6 %
Total revenues
    138,426       100.0 %     142,463       100.0 %
Cost of products
    26,955       19.5 %     27,095       19.0 %
Store operating expenses
    77,136       55.7 %     80,051       56.2 %
General and administrative expenses
    7,405       5.4 %     8,482       6.0 %
Depreciation and amortization
    12,733       9.2 %     12,439       8.7 %
Startup costs
    1,146       0.8 %     282       0.2 %
Total operating expenses
    125,375       90.6 %     128,349       90.1 %
Operating income
    13,051       9.4 %     14,114       9.9 %
Interest expense, net
    5,549       4.0 %     6,146       4.3 %
Income before provision for income taxes
    7,502       5.4 %     7,968       5.6 %
Provision for income taxes
    2,335       1.7 %     2,958       2.1 %
Net income
  $ 5,167       3.7 %   $ 5,010       3.5 %
Other information:
Company operated stores open at end of period
    53               49          
The following table sets forth a reconciliation of net loss to EBITDA (Modified) and Adjusted EBITDA for the periods shown:
Total net income
  $ 5,167             $ 5,010          
Add back: Provision for income taxes
    2,335               2,958          
Interest expense, net
    5,549               6,146          
Depreciation and amortization
    12,733               12,439          
Loss (gain) on asset disposal
    173               382          
Share-based compensation
    9               295          
Currency transaction (gain)
     (24 )             -          
EBITDA (Modified) (1)
    25,942               27,230          
Add back: Startup costs
    1,146               282          
Wellspring expense reimbursement
    188               188          
    31               -          
Adjusted EBITDA (1)
  $ 27,307             $ 27,700          


EBITDA (Modified), a non-GAAP measure, is defined as net income (loss) before income tax expense (benefit), interest expense (net), depreciation, amortization, loss (gain) on asset disposal and stock-based compensation expense.  Adjusted EBITDA, also a non-GAAP measure, is defined as EBITDA (Modified) plus startup costs, Wellspring expense reimbursement, non-cash and non-recurring charges.  The company believes that EBITDA (Modified) and Adjusted EBITDA (collectively, “EBITDA – Based Measures”) provide useful information to debt holders regarding the Company’s operating performance and its capacity to incur and service debt and fund capital expenditures.  The Company believes that the EBITDA – Based Measures are used by many investors, analysts and rating agencies as a measure of performance. In addition, Adjusted EBITDA is approximately equal to “Consolidated EBITDA” as defined in our Senior Credit Facility and indentures relating to the Company’s senior notes.  Neither of the EBITDA – Based Measures is defined by GAAP and neither should be considered in isolation or as an alternative to other financial data prepared in accordance with GAAP or as an indicator of the Company’s operating performance.  EBITDA (Modified) and Adjusted EBITDA as defined in this release may differ from similarly titled measures presented by other companies.