Exhibit Index

2.1      Form of Reorganization Agreement (1)
3.1 Certificate of Incorporation of the Company (1)
3.2 Bylaws of the Company (2)
3.3 Certificate of Designation of Series A Junior Participating Cumulative Preferred Stock, $.01 par value (3)
3.4 Form of Rights Agreement dated as of August 4, 1998 between the Company and U.S. Stock
  Transfer Corporation (3)
3.5 Amendment No. 1 to Rights Agreement dated as of November 4, 2003 between The Cheesecake Factory
  Incorporated and U.S. Stock Transfer Corporation (4)
3.6 Certificate of Amendment of Certificate of Incorporation (as corrected) of the Company
10.1 David Overton Employment Agreement*
10.2 The Cheesecake Factory Incorporated 1992 Performance Employee Stock Option Plan (1)*
10.3 Amended and Restated Annual Performance Incentive Plan*
10.4 The Cheesecake Factory Incorporated 1997 Non-Employee Director Stock Option Plan (5)*
10.5 Amendment to The Cheesecake Factory Incorporated 1992 Performance Employee Stock Option Plan (6)*
10.6 Debby R. Zurzolo Employment Agreement (7)*
10.7 Amended and Restated 2001 Omnibus Stock Incentive Plan (5)*
10.8 Peter J. D’Amelio Employment Agreement (8)*
10.9 Credit Facility (9)
10.10 Amended and Restated Year 2000 Omnibus Performance Stock Incentive Plan (5)*
10.11 Executive Savings Plan (10)*
10.12 First Amendment to Executive Savings Plan (10)*
10.13 Second Amendment to Executive Savings Plan (10)*
10.14 Third Amendment to Executive Savings Plan (10)*
10.15 Form of Indemnification Agreement (10)*
10.16 Nonqualified Stock Option Agreement under the Company’s 1997 Non-Employee Director
  Stock Option Plan (11)*
10.17 Nonqualified Stock Option Agreement under the Company’s 2001 Omnibus Stock Incentive Plan (11)*
10.18 Agreement of Purchase and Sale and Joint Escrow Instructions (12)
10.19 Compensation for Non-Employee Directors (13)
10.20 First Amendment to Credit Agreement (13)
10.21 Peter J. D’Amelio Relocation Agreement (14)*
11.0 Statement Regarding Computation of Net Income Per Share
14.0 Amended and Restated Code of Ethics for Executive Officers, Senior Financial Officers and Directors (15)
21.0 Subsidiaries of the Company
23.0 Consent of Independent Registered Public Accounting Firm
31.1 Rule 13a-14(a)/15d-14(a) Certification of the Chief Executive Officer
31.2 Rule 13a-14(a)/15d-14(a) Certification of the Chief Financial Officer
32.1 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
  Act of 2002 for David Overton
32.2 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
  Act of 2002 for Michael J. Dixon

    (1) Previously filed and incorporated by reference herein from the Registrant’s Registration Statement on Form S-1 (No. 33-47936).
    (2) Previously filed and incorporated by reference herein from the Registrant’s Form 10-Q for the quarterly period
  ended September 30, 2003.
    (3) Previously filed and incorporated by reference herein from the Registrant’s Form 8-A dated August 19, 1998.
    (4) Previously filed and incorporated by reference herein from the Registrant’s post-effective Amendment No. 1
  to its Registration Statement on Form 8-A.
    (5) Previously filed and incorporated by reference herein from the Registrant’s Form S-8 dated August 12, 2004.
    (6) Previously filed and incorporated by reference herein from the Registrant’s Form S-8 dated January 8, 1999.
    (7) Previously filed and incorporated by reference herein from the Registrant’s Form 10-Q for the quarterly period
  ended June 29, 1999.
    (8) Previously filed and incorporated by reference herein from the Registrant’s Form 10-Q for the quarterly period
  ended July 1, 2003.
    (9) Previously filed and incorporated by reference herein from the Registrant’s Form 8-K dated February 11, 2004.
    (10)   Previously filed and incorporated by reference herein from the Registrant’s Form 10-K for the fiscal year ended December 30, 2003.
    (11)   Previously filed and incorporated by reference herein from the Registrant’s Form 10-Q dated October 20, 2004.
    (12)   Previously filed and incorporated by reference herein from the Registrant’s Form 10-Q dated April 23, 2004.
    (13)   Previously filed and incorporated by reference herein from the Registrant’s Form 8-K dated February 7, 2005.
    (14)   Previously filed and incorporated by reference herein from the Registrant’s Form 8-K dated December 4, 2004.
    (15)   Previously filed and incorporated by reference herein from the Registrant’s Form 8-K dated March 30, 2004.
*   Management contract or compensatory plan or arrangement required to be filed as an exhibit.