Power of Attorney

For Executing Forms 3, 4 and 5



      Know all by these presents, that the undersigned hereby constitutes and appoints

each of Christopher D. Morris, Jay A. Young and Meredith W. Bjorck, signing singly, the

undersigned's true and lawful attorney-in-fact to:



(1) execute for and on behalf of the undersigned Forms 3, 4 and 5 (including

amendments thereto) in accordance with Section 16(a) of the Securities

Exchange Act of 1934 and the rules thereunder;



(2) do and perform any and all acts for and on behalf of the undersigned that

may be necessary or desirable to complete and execute any such Form 3, 4

or 5, complete and execute any amendment or amendments thereto, file

that Form with the United States Securities and Exchange Commission

and any stock exchange or similar authority, and provide a copy as

required by law or advisable to such persons as the attorney-in-fact deems

appropriate; and



(3) take any other action of any type whatsoever in connection with the

foregoing that, in the opinion of the attorney-in-fact, may be of benefit to,

in the best interest of, or legally required of the undersigned, it being

understood that the documents executed by the attorney-in-fact on behalf

of the undersigned pursuant to this Power of Attorney shall be in such

form and shall contain such terms and conditions as the attorney-in-fact

may approve in the attorney-in-fact's discretion.



      The undersigned hereby grants to each such attorney-in-fact full power and

authority to do and perform any and every act and thing whatsoever requisite, necessary,

or proper to be done in the exercise of any of the rights and powers herein granted, as

fully to all intents and purposes as the undersigned might or could do if personally

present, with full power of substitution or revocation, hereby ratifying and confirming all

that the attorneys-in-fact, or the attorney-in-fact's substitute or substitutes, shall lawfully

do or cause to be done by virtue of this Power of Attorney and the rights and powers

herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, and

their substitutes, in serving in such capacity at the request of the undersigned, are not

assuming, nor is CEC Entertainment, Inc. assuming, any of the undersigned's

responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.



      The undersigned agrees that each such attorney-in-fact may rely entirely on

information furnished orally or in writing by or at the direction of the undersigned to the

attorney-in-fact.  The undersigned also agrees to indemnify and hold harmless CEC

Entertainment, Inc. and each such attorney-in-fact against any losses, claims, damages or

liabilities (or actions in these respects) that arise out of or are based upon any untrue

statements or omission of necessary facts in the information provided by or at the

direction of the undersigned, or upon the lack of timeliness in the delivery of information

by or at the direction of the undersigned, to that attorney-in-fact for purposes of

executing, acknowledging, delivering or filing any Form 3, 4 or 5 (including any

amendment thereto) and agrees to reimburse CEC Entertainment, Inc. and the attorney-

in-fact on demand for any legal or other expenses reasonably incurred in connection with

investigating or defending against any such loss, claim, damage, liability or action.



      This Power of Attorney shall remain in full force and effect until the undersigned

is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings

of and transactions in securities issued by CEC Entertainment, Inc., unless earlier

revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-

fact.



      IN WITNESS WHEREOF, the undersigned has caused this Power of

Attorney to be executed as of the date written below.





Signature:    /s/ Richard M. Frank

      Printed Name:   Richard M. Frank

      Date:   7-29-08









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