864233--3/12/2008--O_CHARLEYS

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{condition, economic, financial}

{competitive, industry, competition}

{acquisition, growth, future}

{product, liability, claim}

{financial, litigation, operation}

{personnel, key, retain}

{regulation, change, law}

{operation, natural, condition}

{capital, credit, financial}

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Our success depends on our ability to execute our strategic plan, including our re-branding and supply chain efficiency initiatives. Changing consumer preferences and discretionary spending patterns could force us to modify our concepts and menus and could result in a reduction in our Our customers face economic pressures which could adversely impact their frequency of visiting our restaurants. We may experience higher operating costs, which would adversely affect our operating results, if we cannot increase menu prices to cover them. Our continued growth depends on our ability to open new restaurants and operate our new restaurants profitably, which in turn depends upon our continued access Our growth may strain our management and infrastructure, which could slow our development of new restaurants and adversely affect our ability to manage Unanticipated expenses and market acceptance could affect the results of restaurants we open in new and existing markets. We could face labor shortages that could adversely affect our results of Our restaurants are concentrated geographically; if any one of the regions in which our restaurants are located experiences an economic downturn, adverse weather or other material change, our business results may suffer. Our restaurants may not be able to compete successfully with other restaurants, which could adversely affect our results of operations. Further disruption in financial markets could adversely affect our access to capital. Any disruption in manufacturing and distribution operations could adversely affect our ability to operate our restaurants. We may incur costs or liabilities and lose revenue as the result of government We may incur costs or liabilities as a result of litigation and publicity concerning food quality, health and other issues that can also cause guests to Compliance with and any failure to comply with current regulatory requirements will result in additional expenses and may adversely affect us. We are dependent upon our senior management team to execute our business

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864233--3/12/2008--O_CHARLEYS_INC