Forward-Looking Statements

Certain information included in this Form 10-Q and other materials filed or to be filed by us with the Securities and Exchange Commission (as well as information included in oral or written statements made by us or on our behalf), may contain forward-looking statements about our current and expected performance trends, growth plans, business goals and other matters. These statements may be contained in our filings with the Securities and Exchange Commission, in our press releases, in other written communications, and in oral statements made by or with the approval of one of our authorized officers. Words or phrases such as "believe," "plan," "will likely result," "expect," "intend," "will continue," "is anticipated," "estimate," "project," "may," "could," "would," "should," and similar expressions are intended to identify forward-looking statements. These statements, and any other statements that are not historical facts, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as codified in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended from time to time (the "Act").

In connection with the "safe harbor" provisions of the Act, we have identified and filed important factors, risks and uncertainties that could cause our actual results to differ materially from those projected in forward-looking statements made by us, or on our behalf (see Part I, Item 1A, "Risk Factors" included in our Annual Report on Form 10-K for the fiscal year ended January 1, 2008). These cautionary statements are to be used as a reference in connection with any forward-looking statements. The factors, risks and uncertainties identified in these cautionary statements are in addition to those contained in any other cautionary statements, written or oral, which may be made or otherwise addressed in connection with a forward-looking statement or contained in any of our subsequent filings with the Securities and Exchange Commission. Because of these factors, risks and uncertainties, we caution against placing undue reliance on forward-looking statements. Although we believe that the assumptions underlying forward-looking statements are reasonable, any of the assumptions could be incorrect, and there can be no assurance that forward-looking statements will prove to be accurate. Forward-looking statements speak only as of the date on which they are made. Except as may be required by law, we do not undertake any obligation to modify or revise any forward-looking statement to take into account or otherwise reflect subsequent events or circumstances arising after the date that the forward-looking statement was made.

General

This discussion and analysis should be read in conjunction with our interim unaudited consolidated financial statements and related notes included in this Form 10-Q and the audited consolidated financial statements and related notes thereto included in our Annual Report on Form 10-K for the fiscal year ended January 1, 2008. The inclusion of supplementary analytical and related information herein may require us to make appropriate estimates and assumptions to enable us to fairly present, in all material respects, our analysis of trends and expectations with respect to our results of operations and financial position taken as a whole.

As of July 24, 2008, we operated 143 upscale, full-service, casual dining restaurants under The Cheesecake Factory† mark and 13 upscale, full-service, casual dining restaurants under the Grand Lux Cafe† mark. We also operate one unit of our newest concept, RockSugar Pan Asian KitchenTM and two bakery production facilities. Additionally, we license two bakery cafe outlets under The Cheesecake Factory Bakery Cafe† mark to another foodservice operator.

Our revenues consist of sales from our restaurant operations and sales from our bakery operations to other foodservice operators, retailers and distributors ("bakery sales"). Revenues from restaurant sales are recognized when payment is tendered at the point of sale. Revenues from bakery sales are recognized upon transfer of title to customers. We recognize a liability upon the sale of our gift cards and recognize revenue when these gift cards are redeemed in our restaurants or on our website. Revenues from unredeemed gift cards are recognized over three years based on historical and expected redemption trends.

New restaurants become eligible to enter our comparable sales calculations in their 19th month of operation. We utilize a 52/53-week fiscal year ending on the Tuesday closest to December 31st for financial reporting purposes. Both fiscal 2008 and 2007 consist of 52 weeks.

The Cheesecake Factory is an upscale casual dining concept that offers approximately 200 menu items including appetizers, pizza, seafood, steaks, chicken, burgers, pasta, specialty items, salads, sandwiches, omelets and desserts, including approximately 40 varieties of cheesecake and other baked desserts. Grand Lux Cafe is also an upscale casual dining concept offering approximately 150 menu items. RockSugar Pan Asian Kitchen is our newest upscale casual dining concept showcasing the cuisines of Thailand, Vietnam, Malaysia, Singapore, Indonesia and India. In contrast to many chain restaurant operations, substantially all of our menu items (except desserts manufactured at our bakery production facilities) are prepared on the restaurant premises using high quality, fresh ingredients based on innovative and proprietary recipes. We believe our restaurants are recognized by consumers for offering

exceptional value with generous food portions at moderate prices. Our restaurants' distinctive, contemporary design and decor create a high-energy ambiance in a casual setting. Our restaurants currently range in size from 5,400 to 21,000 interior square feet, provide full liquor service and are generally open seven days a week for lunch and dinner, as well as Sunday brunch.

Overview

In addition to being highly competitive, the restaurant industry is often affected by changes in consumer tastes, nutritional concerns and discretionary spending patterns; changes in general economic conditions; public safety conditions; demographic trends; weather conditions; the cost and availability of raw materials, labor and energy; purchasing power; and governmental regulations. Accordingly, as part of our strategy we must constantly evolve and refine the critical elements of our restaurant concepts to protect their longer-term competitiveness and to maintain and enhance the strength of our brand. Our strategy is focused on a prudent allocation of capital intended to enhance overall earnings per share growth and increase returns on invested capital. Operationally, we strive to improve productivity and efficiency through the use of technology and a commitment to selecting, training and retaining high quality employees. Our overall value proposition is to continue to provide exceptional value through a broad menu of freshly prepared, high quality and large portion appetizers, entrees and desserts at moderate prices in an upscale casual setting.

In evaluating and assessing the performance of our business, we believe the following are key performance indicators that should be taken into consideration:

† New Restaurant Openings. We intend to continue developing The Cheesecake Factory and Grand Lux Cafe restaurants in high quality, high profile locations within densely populated areas in both existing and new markets. We apply a disciplined approach to site selection, choosing only premier sites that can deliver high margins. The majority of our revenue growth will continue to come from new restaurant openings. Comparable sales increases at existing restaurants and increased bakery sales will also contribute to overall revenue growth.

In fiscal 2007, we opened 21 new restaurants, including five Grand Lux Cafes. In fiscal 2008, we expect to open six new Cheesecake Factory restaurants and the initial unit of our newest concept, RockSugar Pan Asian Kitchen, which we opened in the second quarter of 2008.

† General and Administrative Expenses Expressed as a Percentage of Revenues. Efficiently scaling our restaurant and bakery support infrastructure will allow us to grow general and administrative expenses at a slower rate than revenue growth over the longer-term.

† Income from Operations Expressed as a Percentage of Revenues ("Operating Margins"). Operating margins are subject to fluctuations in commodity costs, labor, other operating costs and expenses, such as restaurant-level occupancy expenses, and preopening expenses. Operating margins are also impacted by restaurant traffic and our ability to leverage fixed costs over a higher revenue base. Our objective is to gradually increase our operating margin by continuing our focus on superior guest service and by capturing economies of scale and fixed cost leverage, as well as maximizing our purchasing power as our business grows.

† Return on Invested Capital ("ROIC"). Return on invested capital measures our ability to make the best decisions about how we allocate our capital. ROIC is affected by the cost to build restaurants, the level of revenues that the restaurant can deliver and our ability to maximize the profitability of restaurants through strict cost management. Our objective is to deploy capital towards new restaurant openings and share repurchases in a manner that will maximize our ROIC.

Results of Operations

The following table sets forth, for the periods indicated, our consolidated statements of operations expressed as percentages of revenues. The results of operations for the interim periods presented are not necessarily indicative of the results to be expected for the full fiscal year.

                                   Thirteen       Thirteen      Twenty-Six     Twenty-Six
                                 Weeks Ended    Weeks Ended    Weeks Ended    Weeks Ended
                                 July 1, 2008   July 3, 2007   July 1, 2008   July 3, 2007

Revenues                                100.0 %        100.0 %        100.0 %        100.0 %

Costs and expenses:
Cost of sales                            25.7           24.7           25.6           24.9
Labor expenses                           32.7           32.3           33.2           32.8
Other operating costs and
expenses                                 23.6           22.9           24.0           23.3
General and administrative
expenses                                  5.0            5.4            5.1            5.5
Depreciation and amortization
expenses                                  4.5            4.2            4.5            4.3
Preopening costs                          1.1            1.0            0.9            0.9
Total costs and expenses                 92.6           90.5           93.3           91.7
Income from operations                    7.4            9.5            6.7            8.3
Interest expense                         (1.0 )         (0.8 )         (0.9 )         (0.5 )
Interest income                           0.1            0.3            0.1            0.4
Other income, net                         0.0            0.1            0.0            0.1
Income before income taxes                6.5            9.1            5.9            8.3
Income tax provision                      1.8            2.7            1.7            2.5
Net income                                4.7 %          6.4 %          4.2 %          5.8 %

Thirteen Weeks Ended July 1, 2008 Compared to Thirteen Weeks Ended July 3, 2007

Revenues

Revenues increased 9% to $407.1 million for the thirteen weeks ended July 1, 2008 compared to $373.2 million for the thirteen weeks ended July 3, 2007.

Restaurant sales increased 9% to $392.6 million compared to $359.3 million for the same period of the prior year. The resulting sales increase of $33.3 million consisted of a $13.3 million, or a 4.1% decrease, in comparable restaurant sales and $46.6 million increase from restaurants not in the comparable sales base. Our restaurant sales increase results from the opening of 23 restaurants since the end of the comparable quarter of the prior year.

Comparable restaurant sales at The Cheesecake Factory restaurants decreased approximately 4.1% from the prior year second quarter. We implemented an approximate 1.5% effective menu price increase during our winter menu update in January and February 2008, and an approximate 1.5% effective menu price increase during our summer menu update in July and August 2007. The decrease in comparable sales for the second quarter of fiscal 2008 was below our effective menu price increase for the quarter due to reduced traffic at our restaurants, which we believe was caused primarily by the macro economic factors affecting the restaurant industry in general.

Comparable sales at the Grand Lux Cafes decreased approximately 4.5% compared to the prior year second quarter. We implemented an approximate 1.5% effective menu price increase in April 2008 and an approximate 1.0% effective menu price increase in April 2007. We believe this decrease in comparable sales is also attributable to the macro economic factors impacting the restaurant industry in general.

We presently update and reprint the menus in our restaurants twice a year. For Cheesecake Factory restaurants, these updates generally occur during January and February (the "winter menu change") and during July and August (the "summer menu change"). As part of these menu updates, we evaluate the need for menu price increases based on those operating cost and expense increases that we are aware of or can reasonably expect. While menu price increases can facilitate increased comparable restaurant sales in addition to offsetting margin pressure, all potential menu price increases must be carefully considered in light of their ultimate acceptability by our restaurant guests. Additionally, other factors outside of our control, such as inclement weather, timing of holidays, general economic and competitive conditions and other factors referenced in the Annual Report on Form 10-K for the year ended January 1, 2008 can impact comparable sales comparisons. Accordingly, there can be no assurance that increases in comparable sales will be achieved.

Total restaurant operating weeks increased 15.2% to 2,005 for the thirteen weeks ended July 1, 2008. Average sales per restaurant operating week decreased 5.2% to $195,800 compared to the same period last year. This decrease in average weekly sales is due principally to decreased restaurant traffic in general and the increased openings of Grand Lux Cafes, which we expect to open with average sales per week lower than the existing Grand Lux Cafe base.

During fiscal 2008, our goal is to open seven new restaurants, consisting of six Cheesecake Factory restaurants as well as the initial unit of our newest concept, RockSugar Pan Asian Kitchen. We opened four Cheesecake Factory restaurants and RockSugar Pan Asian Kitchen during the second quarter of fiscal 2008. Although it is difficult for us to predict the timing of our new restaurant openings by quarter, due to the nature of our leased restaurant locations and our highly customized layouts, our current plan calls for the remaining two openings to occur in the fourth quarter.

Bakery sales to other foodservice operators, retailers and distributors ("bakery sales") increased 4% to $14.5 million for the thirteen weeks ended July 1, 2008 compared to $13.9 million for the comparable period of the prior year. This increase is due primarily to higher sales to the warehouse clubs, which is our largest sales channel for bakery sales. Sales to warehouse clubs comprised approximately 61% of total bakery sales in the current quarter compared to 60% for the same period of the prior year.

We strive to develop and maintain long-term, growing relationships with our bakery customers, based largely on our 35-year reputation for producing high quality, creative baked desserts. However, bakery sales volumes will always be less predictable than our restaurant sales. It is difficult to predict the timing of bakery product shipments and contribution margins on a quarterly basis, as the purchasing plans of our large-account customers may fluctuate. Due to the highly competitive nature of the bakery business, we are unable to enter into long-term contracts with our large-account bakery customers, who may discontinue purchasing our products without advance notice at any time for any reason.

Cost of Sales

Cost of sales increased 13% to $104.5 million for the thirteen weeks ended July 1, 2008, compared to $92.3 million for the comparable period last year. This increase was primarily attributable to the 9% increase in revenues. As a percentage of revenues, cost of sales increased to 25.7% in the second quarter of fiscal 2008 compared to 24.7% in the same period of the prior year. This increase was primarily attributable to unfavorable year-over-year pricing for cheese, poultry and general grocery items.

The menus at our restaurants are among the most diversified in the foodservice industry and, accordingly, are not overly dependent on a single commodity. Changes in costs for one commodity are often, but not always, counterbalanced by cost changes in other commodity categories. The principal commodity categories for our restaurants include fresh produce, poultry, meat, fish and seafood, cheese, other fresh dairy products, bread and general grocery items.

We are currently able to contract for the majority of the food commodities used in our operations for periods up to one year. With the exception of cream cheese used in our bakery operations, many of the fresh commodities, such as fish, dairy, and certain produce products are not currently contractible for periods longer than 30 days in most cases. As a result, these fresh commodities can be subject to unforeseen supply and cost fluctuations due principally to weather and other general agricultural conditions. Cream cheese is the most significant commodity used in our bakery products, with an expected requirement of as much as 12 million to 13 million pounds during fiscal 2008. We have contracted for a majority of our cream cheese requirements for fiscal 2008 and will also purchase cream cheese on the spot market as necessary to supplement our agreements.

As has been our past practice, we will carefully consider opportunities to introduce new menu items and implement selected menu price increases to help offset expected cost increases for key commodities and other goods and services utilized by our operations. While we have been successful in the past in reacting to inflation and other changes in the costs of key operating resources by gradually increasing prices for our menu items, coupled with more efficient purchasing practices, productivity improvements and greater economies of scale, there can be no assurance that we will be able to continue to do so in the future.

While we have taken steps to qualify multiple suppliers and enter into agreements for some of the key commodities used in our restaurant and bakery operations, there can be no assurance that future supplies and costs for these commodities will not fluctuate due to weather and other market conditions outside of our control. For new restaurants, cost of sales will typically be higher than normal during the first 90 to 120 days of operations until our management team at each new restaurant becomes more accustomed to optimally predicting, managing and servicing the high sales volumes typically experienced by our restaurants.

Labor Expenses

Labor expenses, which include restaurant-level labor costs and bakery direct production labor, including associated fringe benefits, increased 10% to $133.2 million for the thirteen weeks ended July 1, 2008 compared to $120.7 million for the same period of the prior year. This increase was principally in support of the 9% increase in revenues over the second quarter of fiscal 2007. As a

percentage of revenues, labor expenses increased to 32.7% versus 32.3% for the comparable period last year. While we manage our labor judiciously to adapt to revenue fluctuations, we expect to experience some de-leveraging of labor costs at lower sales levels as we are committed to delivering the level of service our guests expect, while still achieving reasonable labor costs. In addition, we experienced minimum wage increases in several states in which we operate. For the thirteen weeks ended July 1, 2008, stock-based compensation included in labor expenses was $0.2 million, net of a $1.5 million reduction in expense related to an increase in our estimated stock option forfeiture rate. For the thirteen weeks ended July 3, 2007, labor expenses included stock-based compensation expense of $1.6 million, or 0.4% of revenues.

Other Operating Costs and Expenses

Other operating costs and expenses consist of restaurant-level occupancy expenses (rent, insurance, licenses, taxes and utilities), other operating expenses (excluding food costs and labor expenses reported separately) and bakery production overhead, selling and distribution expenses. Other operating costs and expenses increased 13% to $96.2 million for the thirteen weeks ended July 1, 2008 compared to $85.2 million for the comparable period of the prior year. This increase was principally attributable to the 9% increase in revenues. As a percentage of revenues, other operating costs and expenses increased to 23.6% for the thirteen weeks ended July 1, 2008 versus 22.9% for the comparable period of fiscal 2007. Higher utility costs and the de-leveraging of fixed cost maintenance contracts due to lower average weekly sales at our restaurants accounted for the majority of this increase. In addition, the second quarter of fiscal 2007 included a $1.0 million insurance benefit related to settlement of disputed coverage under an employment practices claim.

General and Administrative Expenses

General and administrative ("G&A") expenses consist of the restaurant management recruiting and training program, the restaurant field supervision organization, the bakery administrative organization and the corporate support organization. G&A expenses were $20.2 million for the both the thirteen weeks ended July 1, 2008 and for the comparable period of fiscal 2007. As a percentage of revenues, G&A expenses decreased to 5.0% for the thirteen weeks ended July 1, 2008 versus 5.4% for the same period of fiscal 2007. For the thirteen weeks ended July 1, 2008, stock-based compensation included in G&A expenses was $2.2 million, or 0.5% of revenues, net of a $0.7 million reduction in expense related to an increase in our estimated stock option forfeiture rate. G&A expenses for the second quarter of fiscal 2007 included $3.1 million, or 0.8% of revenues, of stock-based compensation expense.

Depreciation and Amortization Expenses

Depreciation and amortization expenses increased 18% to $18.4 million for the thirteen weeks ended July 1, 2008 compared to $15.6 million for the thirteen weeks ended July 3, 2007. This increase was principally due to property and equipment additions associated with new restaurant openings. As a percentage of revenues, depreciation and amortization increased to 4.5% for the thirteen weeks ended July 1, 2008 compared to 4.2% for the same period of fiscal 2007. The increase is primarily attributable to de-leveraging from lower average weekly sales at our restaurants.

Preopening Costs

Preopening costs increased to $4.6 million for the thirteen weeks ended July 1, 2008 compared to $3.7 million in the same period of the prior year. We had five restaurant openings, consisting of four Cheesecake Factory restaurants and RockSugar Pan Asian Kitchen, during the second quarter of fiscal 2008 compared to two Cheesecake Factory restaurant openings for the same quarter last year. In addition, preopening costs were incurred in both periods for restaurant openings in progress.

Preopening costs include incremental out-of-pocket costs that are directly related to the openings of new restaurants that are not otherwise capitalizable. As a result of the highly customized and operationally complex nature of our upscale, high-volume concepts, the restaurant preopening process for our new restaurants is more extensive, time consuming and costly relative to that of most chain restaurant operations. The preopening costs for one of our restaurants usually includes costs to relocate and compensate an average of 11 to 12 restaurant management employees prior to opening; costs to recruit and train an average of 200 to 250 hourly restaurant employees; wages, travel and lodging costs for our opening training team and other support employees; costs for practice services activities, and straight-line base rent expense subsequent to the construction period but prior to restaurant opening. Preopening costs will vary from location to location depending on a number of factors, including the proximity of our existing restaurants; the size and physical layout of each location; the number of management and hourly employees required to open each restaurant; the relative difficulty of the restaurant staffing process; the cost of travel to and lodging for different metropolitan areas; and the extent of unexpected delays, if any, in construction and/or obtaining final licenses and permits to open the restaurants, which may also be caused by landlord delays.

Our preopening cost for a typical single-story Cheesecake Factory restaurant in an established market averages approximately $1.2 million to $1.4 million. In addition to the direct costs noted above, there are also other preopening costs allocated to each restaurant opening, including costs for maintaining a roster of trained managers for pending openings, and corporate travel and support activities. Preopening costs are usually higher for larger restaurants, our initial entry into new markets and for newer concepts. We

usually incur the most significant portion of direct preopening costs within the two-month period immediately preceding and the month of a restaurant's opening. Preopening costs can fluctuate significantly from period to period, based on the number and timing of restaurant openings and the specific preopening costs incurred for each restaurant. We expense preopening costs as incurred.

Interest Expense, Interest Income and Other Income/Expense, Net

Interest expense increased to $4.1 million for the thirteen weeks ended July 1, 2008 compared to $3.1 million for the comparable prior year period, due primarily to higher borrowings on our revolving credit facility. Interest expense also included $0.9 million for the thirteen weeks ended July 1, 2008 versus $0.7 million for the comparable prior year period associated with landlord construction allowances deemed to be financing in accordance with EITF 97-10, "The Effect of Lessee Involvement in Asset Construction."

Interest income decreased to $0.6 million for the second quarter of fiscal 2008 compared to $1.4 million for the same period of the prior year, due primarily to lower investment balances driven by significant share repurchases during fiscal 2007 and the first half of fiscal 2008.

We recorded net other income of $0.1 million for the thirteen weeks ended July 1, 2008 compared to $0.3 million for the comparable prior year period.

Income Tax Provision

Our effective income tax rate was 28.0% for the thirteen weeks ended July 1, 2008 compared with 30.3% for the comparable prior year period. The effective tax rate is affected by a number of factors, including pretax income, operating margins and tax credits achieved during the year. Income tax expense for the second quarter of fiscal 2008 was impacted by the accrual of $2.2 million in taxes and interest related to the potential disallowance of the deductibility of certain executive compensation under the provisions of Internal Revenue Code
Section 162(m). This increase was offset by a $2.4 million reduction in income tax expense related to Internal Revenue Service approval of our application for a change in accounting for construction allowances. See Note 7 of Notes to . . .