UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
Pursuant
to Section 13 OR 15(d) of The Securities Exchange Act of
1934
|
Date
of Report (Date of earliest event reported) |
February 23,
2005 |
| |
|
THE
STEAK n SHAKE COMPANY |
|
(Exact
name of registrant as specified in its charter) |
| |
|
Indiana |
000-08445 |
37-0684070 |
|
(State
or other jurisdiction |
(Commission |
(IRS
Employer |
|
of
incorporation) |
File
Number) |
Identification
No.) |
| |
|
|
|
36
South Pennsylvania Street, Suite 500
Indianapolis,
Indiana 46204 |
|
(Address
of principal executive offices) (Zip
Code) |
| |
|
|
|
Registrant’s
telephone number, including area code |
(317) 633-4100 |
|
| |
|
|
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:
[ ]
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
240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
ITEM
3.03 MATERIAL
MODIFICATION TO RIGHTS OF SECURITY HOLDERS
On
February 23, 2005, the The Steak n Shake Company (the
"Company") entered into an amendment to the Rights Agreement, dated as
of May 16, 2001, between the Company and Computershare Investor Services,
LLC, as Rights Agent (the "Rights Agreement"). The terms of the amendment are
set forth in the attached Amendment No. 1 to the Rights Agreement (the
"Amendment"). The Amendment provides that the Rights (as defined in the Rights
Agreement) will expire on February 23, 2005. A copy of the Amendment is attached
hereto as Exhibit 4.1 and is incorporated herein by reference.
ITEM
9.01 FINANCIAL
STATEMENTS AND EXHIBITS
(c) Exhibits.
|
4.1 |
Amendment
No. 1 to the Rights Agreement, dated as of May 16, 2001, by and
between The Steak n Shake Company and Computershare Investor Services,
LLC, as Rights Agent. |
SIGNATURES
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.
Dated:
February 23, 2005
THE
STEAK n SHAKE COMPANY
By:
/s/
Jeffrey
A. Blade
Jeffrey A. Blade,
Senior Vice President and
Chief Financial Officer