SEC Comment Letter for CHEESECAKE FACTORY INC (CAKE) (CIK 0000887596) (CAKE) — Dec 16, 2010
CHEESECAKE FACTORY INC (CAKE) (CIK 0000887596)
Date: Dec. 16, 2010 · CIK: 0000887596 · Accession: 0000000000-10-075355
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 000-20574
Referenced dates: November 30, 2010
Letter
December 16, 2010 Ms. Debby R. Zurzolo Executive Vice President, Secr etary and General Counsel The Cheesecake Factory Incorporated 26901 Malibu Hills Road Calabasas Hills, CA 91301 Re: The Cheesecake Factory Incorporated Form 10-K for the Year Ended December 29, 2009 Filed February 26, 2010 Definitive Proxy Statement on Schedule 14A Filed April 23, 2010 File No. 000-20574
Dear Ms. Zurzolo: We have reviewed your responses to the co mments in our letter dated November 30, 2010 and have the following additional comment. Please respond to this letter within ten business days by amending your filing, by providing the requested information, or by advi sing us when you will provide the requested response. If you do not believe our comments apply to your fact s and circumstances or do not believe an amendment is appropriate, pl ease tell us why in your response. After reviewing any amendment to your filing and the information you provide in response to these comments, we ma y have additional comments.
Definitive Proxy Statement on Schedule 14A
Fiscal 2009 Award Program under the 2005 Incentive Plan, page 48
1. We note your response to our prior comment four and reissue our comment. In particular, if you wish to argue that it is a ppropriate to omit perfor mance targets pursuant to Instruction 4 to Item 402( b) of Regulation S-K, please pr ovide your analysis at this time. The supplemental analysis should be based upon the 2009 10-K. In addition, advise us whether the company’s targets for the fiscal year ende d December 31, 2010 are expected to be materially different from t hose of December 31, 2009. To the extent that it is appropriate to omit specific targets, plea se advise us of the disclosure that the company will provide pursuant to Instruc tion 4 to Item 402(b) of Regulation S-K.
Debby R. Zurzolo The Cheesecake Factory Incorporated December 16, 2010 Page 2
In responding to our comments, please provi de a written statement from the company acknowledging that:
• the company is responsible for the adequacy an d accuracy of the disclo sure in the filing;
• staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and
• the company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federa l securities laws of the United States.
Please contact Tonya Bryan at 202-551-3601 or me at 202-551-3574 with any questions.
Sincerely,
Julie F. Rizzo Attorney-Advisor
cc (via fax): Ms. Debby R. Zurzolo
(818) 871-8325
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December 16, 2010 Ms. Debby R. Zurzolo Executive Vice President, Secr etary and General Counsel The Cheesecake Factory Incorporated 26901 Malibu Hills Road Calabasas Hills, CA 91301 Re: The Cheesecake Factory Incorporated Form 10-K for the Year Ended December 29, 2009 Filed February 26, 2010 Definitive Proxy Statement on Schedule 14A Filed April 23, 2010 File No. 000-20574 Dear Ms. Zurzolo: We have reviewed your responses to the co mments in our letter dated November 30, 2010 and have the following additional comment. Please respond to this letter within ten business days by amending your filing, by providing the requested information, or by advi sing us when you will provide the requested response. If you do not believe our comments apply to your fact s and circumstances or do not believe an amendment is appropriate, pl ease tell us why in your response. After reviewing any amendment to your filing and the information you provide in response to these comments, we ma y have additional comments. Definitive Proxy Statement on Schedule 14A Fiscal 2009 Award Program under the 2005 Incentive Plan, page 48 1. We note your response to our prior comment four and reissue our comment. In particular, if you wish to argue that it is a ppropriate to omit perfor mance targets pursuant to Instruction 4 to Item 402( b) of Regulation S-K, please pr ovide your analysis at this time. The supplemental analysis should be based upon the 2009 10-K. In addition, advise us whether the company’s targets for the fiscal year ende d December 31, 2010 are expected to be materially different from t hose of December 31, 2009. To the extent that it is appropriate to omit specific targets, plea se advise us of the disclosure that the company will provide pursuant to Instruc tion 4 to Item 402(b) of Regulation S-K. Debby R. Zurzolo The Cheesecake Factory Incorporated December 16, 2010 Page 2 In responding to our comments, please provi de a written statement from the company acknowledging that: • the company is responsible for the adequacy an d accuracy of the disclo sure in the filing; • staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and • the company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federa l securities laws of the United States. Please contact Tonya Bryan at 202-551-3601 or me at 202-551-3574 with any questions. Sincerely, Julie F. Rizzo Attorney-Advisor cc (via fax): Ms. Debby R. Zurzolo (818) 871-8325