UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 14A
(Rule 14a-101)

Information Required in Proxy Statement

Schedule 14a Information

Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934

(Amendment No.  )

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Preliminary Proxy Statement

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Definitive Proxy Statement

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Soliciting Material Under Rule 14a-12

THE STEAK N SHAKE COMPANY
(Name of Registrant as Specified in Its Charter)
 
xxx
(Name of Persons(s) Filing Proxy Statement, if Other Than the Registrant)

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EXPLANATORY NOTE
 
The sole reason for this filing is to make certain corrections to the Security Ownership of Certain Beneficial Owners and Management Table and related footnotes appearing on page 18 of the definitive proxy statement (the “Proxy”), dated March 8, 2010, for the Annual Meeting of Shareholders of The Steak n Shake Company (the “Company”) to be held on April 8, 2010.
 
The Security Ownership of Certain Beneficial Owners and Management Table appearing in the proxy statement inadvertently omitted GAMCO Investors, Inc and Dimensional Fund Advisors LP, each as a beneficial owner of more than 5% of the Company’s common stock.
 
The following table shows, as of March 1, 2010, the number and percentage of outstanding shares of our common stock beneficially owned by each person or entity known to be the beneficial owner of more than 5% of the Company’s common stock:
 
Name & Address
of Beneficial Owner
 
Amount and Nature
of Beneficial Ownership
 
Percent of Class
GAMCO Investors, Inc.
One Corporate Center
Rye, NY  10580-1435
 
113,477(1)
 
7.9%
         
Dimensional Fund Advisors LP
6300 Bee Cave Road, Building One
Austin, Texas 78746
 
105,258(2)
 
7.3%
         
The Lion Fund, L.P.
9311 San Pedro Ave. Suite 1440
San Antonio, TX 78216
 
98,167(3)
 
6.8%
         
Blackrock, Inc.
40 East 52nd Street
New York, NY 10022
 
97,842(4)
 
6.8%

(1)
This information was obtained from a Schedule 13D filed with the Securities and Exchange Commission (“SEC”) on January 8, 2010.  Gabelli Funds, GAMCO Asset Management, Inc., Gabelli Securities, Inc., Teton Advisors, Inc., MJG Associates, Inc., GGCP, Inc., GAMCO Investors, Inc., and Mario Gabelli share voting and dispositive power over certain of the shares.  Mario Gabelli is deemed to have beneficial ownership of the shares owned beneficially by each of the listed persons.
 
(2)
This information was obtained from a Schedule 13G filed with the SEC on February 8, 2010.
 
(3)
This information was obtained from a Schedule 13D filed with the SEC on February 3, 2010 and a Form 4 filed with the SEC on February 8, 2010.  The Lion Fund, L.P., Biglari Capital Corp., Western Acquisitions, L.P., Western Investments, Inc., Sardar Biglari, Western Sizzlin Corp., Mustang Capital Partners I, L.P., Mustang Capital Partners II, L.P., Mustang Capital Advisors, L.P., Mustang Capital Management, L.L.C., Western Mustang Holdings, L.L.C., and Philip Cooley share voting and dispositive power over certain of the shares.  Sardar Biglari is deemed to have beneficial ownership of the shares owned beneficially by each of the listed persons.
 
(4)
This information was obtained from a Schedule 13G filed with the SEC on January 29, 2010.