Net revenues for the three months ended March 31, 2003 decreased $432,000 (10.9%) to $3,527,000 from $3,959,000 for the three months ended March 31, 2002. Same store restaurant sales decreased $416,000 (11.2%) during the three months ended March 31, 2003 for restaurants that were open for the full periods ending March 31, 2003 and March 31, 2002. Same store sales were negatively impacted by the following; 1) in mid-March 2003 the Denver metropolitan area sustained a severe blizzard which resulted in an estimated $100,000 (2.6%) loss in sales as all restaurants were closed for approximately 2 - 3 days, 2) heavy discounting within the fast food industry during the three months ended March 31, 2003, 3) in the prior year period same store sales had increased 5% due primarily to the introduction of the frozen custard product. Restaurant sales decreased $4,000 due to one non-traditional company-owned restaurant not included in same store sales. Franchise revenues decreased $12,000 to $70,000 from $82,000 for the three months ended March 31, 2002 due to a decrease in franchise royalties and licensing fees.

Net revenues for the six months ended March 31, 2003 decreased $1,027,000 (12.4%) to $7,270,000 from $8,297,000 for the six months ended March 31, 2002. Same store restaurant sales decreased $999,000 (12.8%) during the six months ended March 31, 2003 for restaurants that were open for the full six month periods ending March 31, 2003 and March 31, 2002. Same store sales were negatively impacted as outlined in the previous paragraph. Restaurant sales decreased $11,000 due to one non-traditional company owned restaurant not included in same store sales. Franchise revenues decreased $17,000 to $152,000 from $169,000 for the six months ended March 31, 2002 due to an increase in franchise fees offset by a decrease in franchisee royalties and licensing fees.

For the three months ended March 31, 2003 the Company's food and paper costs decreased $168,000 to $1,108,000 from $1,276,000. Food and paper costs decreased to 32.0% of restaurant sales for the three months ended March 31, 2003, compared to 32.9% for the same prior year period.

For the six months ended March 31, 2003 the Company's food and paper costs decreased $378,000 to $2,264,000 from $2,642,000. Food and paper costs decreased to 31.8% of restaurant sales for the six months ended March 31, 2003 compared to 32.5% for the same prior year period.

For the three month and six month periods ended March 31, 2003 food and paper costs decreased as a percentage of restaurant sales primarily due to an increase in vendor rebates.

For the three months ended March 31, 2003 the Company's labor, occupancy and other expenses decreased $65,000 to $1,722,000 (49.8% of restaurant sales) from $1,787,000 (46% of restaurant sales) compared to the same prior year period. The increase in labor, occupancy and other expenses as a percent of restaurant sales is due to the largely fixed nature of these expenses. As sales decrease the percentage of labor, occupancy of other expenses to restaurant sales increases. The $65,000 decrease in labor, occupancy and other expenses for the three months ended March 31, 2003 is primarily attributable to the decrease in restaurant sales of $420,000 as labor expenses decrease as sales decrease.

For the six months ended March 31, 2003 the Company's labor, occupancy and other expenses decreased $145,000 to $3,468,000 (48.7% of restaurant sales) from $3,613,000 (44.5% of restaurant sales) compared to the same prior year period. The $145,000 decrease in labor, occupancy and other expenses for the six months ended March 31, 2003 is primarily attributable to the decrease in restaurant sales of $1,010,000.

For the three months ended March 31, 2003 the Company's depreciation and amortization expenses decreased $21,000, to $221,000 from $242,000 compared to the same prior year period.

For the six months ended March 31, 2003 the Company's depreciation and amortization expenses decreased $17,000 to $460,000 from $477,000 compared to the same prior year period.

The decrease in depreciation and amortization expenses for the three month and six month periods ended March 31, 2003 is due to the aging of the Company's capital assets.

For the three months ended March 31, 2003, income from restaurant operations decreased $175,000 to $470,000 from $645,000 for the same prior year period. The Company's income from restaurant operations as a percentage of restaurant sales decreased to 13.6% for the three months ended March 31, 2003 from 16.6% for the same prior year period. Cash flow from restaurant operations (income from restaurant operations plus depreciation, opening expenses and accretion of deferred rent) decreased to 20.2% of restaurant sales for the three months ended March 31, 2003 from 23.1% for the same prior year period. The decrease is a result of the decrease in same store sales in the current period, partially offset by a reduction in food and paper costs as a percentage of restaurant sales compared to the same prior year period.

For the six months ended March 31, 2003, income from restaurant operations decreased $480,000 to $1,066,000 from $1,546,000 for the same prior year period. The Company's income from restaurant operations as a percentage of restaurant sales decreased to 15% for the six months ended March 31, 2003 from 19% for the same prior year period. Cash flow from restaurant operations (income from restaurant operations plus depreciation, opening expenses and accretion of deferred rent) decreased to 21.6% of restaurant sales for the six months ended March 31, 2003 from 25.1% for the same prior year period. The decrease is a result of the decrease in same store sales in the current six month, partially offset by a reduction in food and paper costs as a percentage of restaurant sales compared to the same prior year period.

For the three months ended March 31, 2003, selling, general and administrative expenses decreased $21,000 to $620,000 (17.9% of restaurant sales) from $641,000 (16.5% of restaurant sales) for the same prior year period. The decrease in selling, general and administrative expenses is primarily attributable to decreased advertising expenses in the three months ended March 31, 2003, which decreased $26,000 to $200,000 (5.8% of restaurant sales) from $226,000 (5.8% of restaurant sales) for the same prior year period.

For the six months ended March 31, 2003, selling, general and administrative expenses decreased $48,000 to $1,276,000 (17.9% of restaurant sales) from $1,324,000 (16.3% of restaurant sales) for the same prior year period. The decrease in selling, general and administrative expenses is primarily attributable to decreased advertising expenses in the six months ended March 31, 2003, which decreased $58,000 to $415,000 (5.8% of restaurant sales) from $473,000 (5.8% of restaurant sales) for the same prior year period, and partially attributable to a $10,000 increase in general and administrative expenses.

The Company had a loss from operations of ($150,000) in the three months ended March 31, 2003 compared to income from operations of $4,000 for the same prior year period. The decrease in income from operations of ($154,000) is attributable to a decrease in income from restaurant operations of $175,000, offset by a decrease in selling, general and administrative expenses of $21,000.

The Company had a loss from operations of ($210,000) in the six months ended March 31, 2003 compared to income from operations of $222,000 for the same prior year period. The decrease in income from operations of $432,000 is attributable to a decrease in income from restaurant operations of $480,000, offset by a decrease in selling, general and administrative expenses of $48,000.

The net loss for the Company was ($201,000) for the three months ended March 31, 2003 compared to a net loss of ($92,000) for the same prior year period. The change from the three months ended March 31, 2002 to March 31, 2003 was primarily attributable to the decrease in income from operations for the three months ended March 31, 2003. In addition, minority interest expense decreased $29,000 for the three months ended March 31, 2003 due to decreased income from operations of the joint-venture restaurants compared to the same prior year period, and net interest expense decreased $7,000 for the three months ended March 31, 2003 compared to the same prior year period.

The net loss for the Company was ($338,000) for the six months ended March 31, 2003 compared to a net loss of ($30,000) for the same prior year period. The change from the six months ended March 31, 2002 to March 31, 2003 was primarily attributable to the decrease in income from operations for the six months ended March 31, 2003. The decrease in income from operations was partially offset by a decrease in net interest expense of $14,000, and a decrease in minority interest expense of $99,000 for the six months ended March 31, 2003 compared to the same prior year period.

As of March 31, 2003, the Company had $645,000 cash and liquid short-term investments on hand. The Company currently plans to use the cash balance and cash generated from operations for increasing the Company's working capital reserves and, along with additional debt financing, for the development of new company-owned restaurants. Management believes that the current cash on hand and additional cash expected from operations in fiscal 2003 will be sufficient to cover the Company's working capital requirements for fiscal 2003.

As of March 31, 2003, the Company had a working capital deficit of $59,000. Because restaurant sales are collected in cash and accounts payable for food and paper products are paid two to four weeks later, restaurant companies often operate with working capital deficits. The Company anticipates that working capital deficits will be incurred in the future as new Drive Thru restaurants are opened.

As of March 31, 2003 the receivables and other current asset line of the balance sheet includes $232,000 due from the Company's franchisees for new store construction. The Company expects to receive reimbursement for these costs by May 2003.

The Company has entered into a sale contract for one under performing co-owned restaurant for $865,000 (net of closing costs). Proceeds of the sale will be used to reduce debt by $600,000 and increase working capital by $265,000.

The Company is currently negotiating purchase and lease agreements for additional company-owned and franchise restaurants and is negotiating debt and sale-leaseback financing for the development of those restaurants. The Company anticipates opening one Company owned restaurants in fiscal 2003 and five to six franchised restaurants. Additionally, management anticipates upgrading several of the Company's point of sale systems and implementing a new management information system (MIS). A portion of the MIS and point of sale capital expenditures will be funded from cash flow from operations and a portion from debt or lease financing.

During fiscal 2003, the Company anticipates entering into additional debt financing arrangements for the development of new company-owned restaurants on leased and purchased properties. The Company also anticipates establishing a line of credit for the purchase of land and development of new restaurants for subsequent sale in sale-leaseback transactions, some of which may be operated as company-owned restaurants and some of which may be subleased to franchisees.

Net cash used in operating activities was $255,000 for the three months ended March 31, 2003 compared to net cash provided by operating activities of $95,000 for the same prior year period. The net cash used in operating activities for the three months ended March 31, 2003 was the result of a net loss of ($201,000) and non-cash reconciling items totaling $54,000 (comprised of depreciation and amortization of $239,000, minority interest of $30,000, an increase in franchise and other receivables of $246,000, a decrease in accounts payable of $29,000 and decreases in other operating assets and liabilities totaling $48,000).

Net cash provided by investing activities for the three months ended March 31, 2003 was $6,000 which reflects payments of $141,000 for new restaurant development costs, $98,000 in miscellaneous restaurant and corporate related capital expenditures, $13,000 in principal payments received on loans to franchisees and franchise receivables related to new store construction costs advanced by the Company.

Net cash used in investing activities for the three months ended March 31, 2002 was $264,000, which reflects payments for the purchase of property and equipment of $117,000, loans made to franchisees of $157,000 and $10,000 in principal payments received on loans to franchisees.

Net cash used in financing activities for the three months ended March 31, 2003 was $137,000, which includes borrowings on long term notes payable of $26,000, principal payments on notes payable and long term debt of $73,000, repayments on lines-of-credit of $33,000 and distributions to minority interests in partnerships of $57,000.

Net cash used in financing activities for the three months ended March 31, 2002 was $16,000, which includes borrowings on long term notes payable of $175,000 principal payments on notes payable and long term debt of $78,000, repayments on lines-of-credit of $36,000 and distributions, net of contributions, to minority interests in partnerships of $77,000.

The Company remains contingently liable on one Las Vegas restaurant lease that has been subleased. The Company is also contingently liable on several ground leases that have been subleased or assigned to franchisees. The Company is also a guarantor on a Small Business Administration loan to a franchisee of approximately $305,000.

The Company intends to enter into additional restaurant subleases to franchises in fiscal 2003 whereby the Company purchases and develops a restaurant site, sells it to a third party investor under a sale-leaseback agreement and then subleases it to a franchisee. The Company will remain contingently liable for all or a portion of the lease obligation.

The Company has not experienced a significant impact from inflation. It is anticipated that any operating expense increases will be recovered by increasing menu prices to the extent that is prudent considering competition.

Revenues of the Company are subject to seasonal fluctuation based primarily on weather conditions adversely affecting restaurant sales in January, February and March.

The Company has carried out an evaluation, under the supervision and with the participation of the Company's management, including the Company's Chief Executive Officer and the Company's Controller, of the effectiveness of design and operation of the Company's disclosure controls and procedures pursuant to Exchange Act Rule 13a-14. Based upon that evaluation, the Company's Chief Executive Officer and the Company's Controller concluded that the Company's disclosure controls and procedures are effective in timely alerting them to material changes in information relating to the Company required to be included in the Company's periodic SEC filings. There have been no significant changes in the Company's internal controls or in other factors which could significantly affect internal controls subsequent to the date the Company carried out its evaluation.

Good Times Restaurants is subject to legal proceedings which are incidental to its business. These legal proceedings are not expected to have a material impact on the Company.

Exhibit No. Description

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.