UNITED STATES
                             Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT
                       PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                Date of Report (Date of earliest event reported):
                                November 11, 2004

             (Exact Name of Registrant as Specified in its Charter)

         Delaware                       0-20574               51-0340466
----------------------------     -----------------------   -------------------
(State or other jurisdiction     (Commission File Number)   (IRS Employer
     of incorporation)                                     Identification No.)

                                26950 Agoura Road
                        Calabasas Hills, California 91301
               (Address of principal executive offices) (Zip Code)

               Registrant's telephone number, including area code:
                                 (818) 871-3000

                                 Not Applicable
          (Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

|_|  Written communications pursuant to Rule 425 under the Securities Act (17
     CFR 230.425)

|_|  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR

|_|  Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act (17 CFR 240.14.d-2(b))

|_|  Pre-commencement communications pursuant to Rule 13e-4(c) under the
     Exchange Act (17 CFR 240.13e-4(c))




     On November 9, 2004, the Company  approved an amendment and  restatement of
its annual performance  incentive plan to be effective  commencing with its 2005
fiscal  year.  Pursuant  to Item  1.01 of Form  8-K,  the  following  is a brief
description  of the terms  and  conditions  of the plan  that may be  considered
material to the Company.  The  description is not a complete  description of all
the  terms  and  conditions  of the plan and is  qualified  in its  entirety  by
reference  to the plan  which the  Company  will file as an  exhibit to its next
periodic report under the Securities and Exchange Act of 1934, as amended.

     As amended and restated,  eligible  participants under the plan include the
Company's  executive  and  other  officers,   director-level   staff  employees,
restaurant managers,  and in the case of discretionary  bonuses, other employees
of the  Company  and its  subsidiaries.  The  plan  provides  for the  award  of
discretionary bonuses and performance achievement bonuses. Discretionary bonuses
are  determined  based on factors,  including  the  Company's,  subsidiary's  or
business  unit's  financial  results,  advancement in research and  development,
technological  achievements,   performance  beyond  pre-established  objectives,
extraordinary tangible or intangible contributions to the Company, a subsidiary,
or a business  unit as well as other  factors.  The amount of any  discretionary
bonus may not exceed  100% of the  employee's  base  salary  (as  defined in the
plan).  Performance  achievement  bonuses  are  based on  performance  incentive
targets  (as defined in the plan).  The  Compensation  Committee  is required to
establish  in advance the  specific  targets and the formula for  computing  the
performance  achievement  bonus if the target is  achieved.  Unless the material
terms of the performance  incentive targets are disclosed to and approved by the
Company's stockholders in accordance with Section 162(m) of the Internal Revenue
Code of 1986, as amended, (the "Code") the amount of any performance achievement
bonus  will be  reduced by the amount  necessary  for the  aggregate  sum of the
performance  achievement  bonus and all other  remuneration  (as  defined in the
plan) not to exceed the Section 162(m)  limitation  amount.  In no event may any
portion  (the "excess  compensation")  of the  discretionary  bonus be paid to a
participant  if and to the  extent  that  the  excess  compensation  when  added
together with all other remuneration exceeds the limitation amount under Section
162(m).  If and to the  extent  that in any year all or a portion  of the excess
compensation when added together with all other remuneration does not exceed the
Section 162(m)  limitation  amount,  the Company shall pay all or the portion of
the excess  compensation that does not exceed the limitation amount. The Company
shall  pay  all  of the  unpaid  excess  compensation  upon  termination  of the
participant's  employment for any reason.  However, no excess compensation shall
be payable by the Company if the Company determines that the excess compensation
would be, or is reasonably likely to be, pursuant to Section 409A of the Code or
any regulations or guidance  thereunder  includible in the  participant's  gross
income in a taxable year before the year in which the participant would actually
receive the excess compensation.



     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

Date:    November 11, 2004         THE CHEESECAKE FACTORY INCORPORATED

                                   By:  /s/ MICHAEL J. DIXON
                                        Michael J. Dixon
                                        Senior Vice President and 
                                        Chief Financial Officer