UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                          -----------------------------

                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                                 Date of Report:
                        (Date of earliest event reported)

                                   May 9, 2006
                          ----------------------------

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


            Kansas                          0-15782              48-0905805
(State or other jurisdiction of     (Commission File Number)    (IRS Employer
incorporation or organization)                               Identification No.)

                            4441 West Airport Freeway
                               Irving, Texas 75062
                     (Address of principal executive offices
                                  and zip code)

                                 (972) 258-8507
                             (Registrant's telephone
                          number, including area code)


                                       N/A
          (Former name or former address, if changed since last report)


Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the Registrant under any of the
following provisions (see General Instruction A.2. below):

|_|  Written  communications  pursuant to Rule 425 under the  Securities Act (17
     CFR 230.425).

|_|  Soliciting  material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
     240.14a-12).

|_|  Pre-commencement   communications  pursuant  to  Rule  14d-2(b)  under  the
     Exchange Act (17 CFR 240.14d-2(b)).

|_|  Pre-commencement   communications  pursuant  to  Rule  13e-4(c)  under  the
     Exchange Act (17 CFR 240.13e-4(c)).








Item 8.01:  Other Events

Upon  approval  of the  proposed  amendment  to CEC  Entertainment,  Inc.'s 2004
Restricted  Stock  Plan  at the  2006  Annual  Meeting  of  Stockholders,  which
amendment  increases  the number of shares of common stock that may be issued to
employees  under the 2004 Restricted  Stock Plan from 500,000 to 1,000,000,  the
Company will discontinue  issuing stock options to its employees pursuant to the
Company's 1997 Non-Statutory Option Plan. Since January 1, 2006, the Company has
not  issued  any  options  under  the  1997  Non-Statutory  Option  Plan  to its
employees.  As of this date,  there are  1,991,783  options  available for grant
under the 1997 Non-Statutory Option Plan.

In addition,  it is the  intention  of the Board of Directors  that for the next
three fiscal years (commencing on January 1, 2006) it will not grant a number of
shares  subject  to  options,  restricted  stock  and all other  award  types to
employees  or  non-employee  directors  greater  than an average of 3.31% of the
number of shares of our common  stock that we believe will be  outstanding  over
such three year period. For purposes of calculating the number of shares granted
in a year, stock awards will count as equivalent to two option shares.












                                   SIGNATURES

     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.

                                            CEC ENTERTAINMENT, INC.


Date:  May 9, 2006                          By:
                                                --------------------------------
                                                Christopher D. Morris
                                                Executive Vice President
                                                Chief Financial Officer