Exhibit (c)(1)


                   [HOULIHAN LOKEY HOWARD & ZUKIN LETTERHEAD]

May 30, 2002
The Special Committee of the Board Directors
Dave & Buster's, Inc.
2481 Manana Drive
Dallas, TX 75220

Dear Members of the Special Committee:

     We understand that Dave & Buster's, Inc. (hereinafter the "Company") is
considering entering into an Agreement and Plan of Merger pursuant to which
affiliates of Investcorp International, Inc. ("Investcorp") would commence a
tender offer for all of the outstanding common stock of the Company at a
purchase price of $12.00 per share (the "Offer"). In the event that at least 80%
of the Company's outstanding shares (determined on a fully diluted basis) are
tendered to Investcorp, Investcorp would effectuate a merger between the Company
and a newly created acquisition entity, D&B Acquisition Sub, Inc. ("Newco") (the
"Merger"). In connection with the Merger, the Company's shareholders would
receive $12.00 per share in exchange for their shares of Company common stock.
We further understand that it is Investcorp's intent to complete the Merger,
subject to a financing condition, provided that at least 66.66% of the Company's
shares are tendered in the Offer. We further understand that certain management
shareholders of the Company, including the Company's founders, will participate
as buyers in the Merger though a roll-over of approximately $13 million of the
Company's common stock held by such management shareholders. The Offer, the
resulting Merger, and other related transactions disclosed to us are referred to
collectively herein as the "Transaction." It is our understanding that the
Company has formed a Special Committee of the Board of Directors (the "Special
Committee") to consider certain matters relating to the Transaction.

     You have requested our opinion (the "Opinion") as to the matters set forth
below. This Opinion does not address the Company's underlying business decision
to effect the transactions; nor does it constitute a recommendation to any
shareholder as to whether they should tender in connection with the Transaction.
Houlihan Lokey has no obligation to update the Opinion. At the request of the
Special Committee, we have not negotiated any portion of the Transaction.

     In connection with this Opinion, we have made such reviews, analyses and
inquiries as we have deemed necessary and appropriate under the circumstances.
Among other things, we have:

          1. reviewed the Company's annual reports to shareholders on Form 10-K
     for the three fiscal years ended on or about January 31, 2002, a draft of
     the quarterly report on Form 10-Q for the quarter ended May 5, 2002,
     Company-prepared internal financial statements for the five fiscal years
     ended on or about January 31, 2002 and interim draft financial statements
     for the three month period ended May 5, 2002, which the Company's
     management has identified as being the most current financial statements
     available;

          2. reviewed copies of the Agreement and Plan of Merger dated as of May
     30, 2002 by and among the Company, D&B Acquisition Sub, Inc. and D&B
     Holdings I, Inc.;

                  [ADDRESSES OF HOULIHAN LOKEY HOWARD & ZUKIN]

The Special Committee of the Board of Directors
of Dave & Buster's, Inc.
May 30, 2002                                                                 -2-

          3. met with and held discussions with certain members of the senior
     management of the Company to discuss the operations, financial condition,
     future prospects and projected operations and performance of the Company,
     and met with and held discussions with the Special Committee and its
     counsel regarding the Transaction and related matters;

          4. visited certain facilities and business offices of the Company;

          5. reviewed forecasts and projections prepared by the Company's
     management with respect to the Company for the years ending on or about
     January 31, 2003 through 2012;

          6. reviewed the historical market prices and trading volume for the
     Company's publicly traded securities;

          7. reviewed certain other publicly available financial data for
     certain companies that we deem comparable to the Company, and publicly
     available prices and premiums paid in other transactions that we considered
     similar to the Transaction;

          8. reviewed various documents related to the Transaction including
     financing commitments and a Form of Guarantee from Investcorp; and

          9. conducted such other studies, analyses and inquiries as we have
     deemed appropriate.

     We have relied upon and assumed, without independent verification, that the
financial forecasts and projections provided to us have been reasonably prepared
and reflect the best currently available estimates of the future financial
results and condition of the Company, and that there has been no material change
in the assets, financial condition, business or prospects of the Company since
the date of the most recent financial statements made available to us.

     We have not independently verified the accuracy and completeness of the
information supplied to us with respect to the Company and do not assume any
responsibility with respect to it. Furthermore, we have assumed that all such
information was complete and accurate in all material respects, that no material
changes occurred in the information reviewed between the date the information
was provided and the date of this Opinion and that there were no facts or
information regarding the Company that would cause the information supplied to
us to be incomplete or misleading in any material respect. We have not made any
physical inspection or independent appraisal of any of the properties or assets
of the Company. Our Opinion is necessarily based on business, economic, market
and other conditions as they exist and can be evaluated by us at the date of
this letter. We have not assumed any obligation to update the Opinion. This
Opinion is solely for the use and benefit of the Special Committee and the Board
of Directors of the Company.

     Based upon the foregoing, and in reliance thereon, it is our opinion that
the consideration to be received by the unaffiliated stockholders of the Company
in connection with the Offer and the Merger is fair to them from a financial
point of view.

/s/ HOULIHAN LOKEY HOWARD & ZUKIN FINANCIAL ADVISORS, INC.
HOULIHAN LOKEY HOWARD & ZUKIN FINANCIAL ADVISORS, INC.