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

                                    FORM 10-Q

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

                  For the quarterly period ended March 29, 2008

                                       OR

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

                        For the transition period from       to

                          Commission File Number 1-6836

                          FLANIGAN'S ENTERPRISES, INC.
                          ----------------------------
             (Exact name of registrant as specified in its charter)

                 Florida                               59-0877638
       -------------------------------           ----------------------
       (State or other jurisdiction of             (I.R.S. Employer
        incorporation or organization)           Identification Number)

    5059 N.E. 18th Avenue, Fort Lauderdale, Florida                    33334
    -----------------------------------------------                  --------
       (Address of principal executive offices)                      Zip Code

                                 (954) 377-1961
                                 --------------
              (Registrant's telephone number, including area code)

--------------------------------------------------------------------------------

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.                                  Yes|X| No|_|

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer", "accelerated filer" and "smaller
reporting company in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer|_|   Accelerated filer|_|   Non-accelerated filer|_|
Smaller reporting company|X|

Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).                                    Yes|_| No|X|

On May 12, 2008, 1,886,033 shares of Common Stock, $0.10 par value per share,
were outstanding.

--------------------------------------------------------------------------------

<PAGE>

                  FLANIGAN'S ENTERPRISES, INC. AND SUBSIDIARIES
                  ---------------------------------------------

                               INDEX TO FORM 10-Q

PART I. FINANCIAL INFORMATION ............................................    1

   ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) .......    1
     UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME ...............    2
     CONDENSED CONSOLIDATED BALANCE SHEETS ...............................    4
     UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS ...........    6
     NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS ......    8

   ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
           AND RESULTS OF OPERATIONS .....................................   14
   ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK ....   27
   ITEM 4T. CONTROLS AND PROCEDURES ......................................   27

PART II. OTHER INFORMATION ...............................................   28

   ITEM 1. LEGAL PROCEEDINGS .............................................   28
   ITEM 1A. RISK FACTORS .................................................   28
   ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS ...   28
   ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS ...........   28
   ITEM 6. EXHIBITS ......................................................   29

As used in this Quarterly  Report on Form 10-Q, the terms "we," "us," "our," the
"Company"  and   "Flanigan's"   mean  Flanigan's   Enterprises,   Inc.  and  its
subsidiaries (unless the context indicates a different meaning).

<PAGE>

                          PART I. FINANCIAL INFORMATION

ITEM 1.  CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

                                        1

<PAGE>

                  FLANIGAN'S ENTERPRISES, INC. AND SUBSIDIARIES
              UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                     (In Thousands Except Per Share Amounts)

<TABLE>
<CAPTION>
                                                               Thirteen Weeks         Twenty Six Weeks
                                                                   Ended                   Ended
                                                             March       March       March       March
                                                            29, 2008    31, 2007    29, 2008    31, 2007
                                                           ---------   ---------   ---------   ---------
<S>                                                        <C>         <C>         <C>         <C>
REVENUES:
   Restaurant food sales                                   $  10,785   $  10,029   $  20,532   $  19,059
   Restaurant bar sales                                        2,481       2,349       4,771       4,436
   Package store sales                                         3,400       3,531       6,831       7,013
   Franchise related revenues                                    211         308         542         608
   Owner's fee                                                    49          40         115          80
   Other operating income                                         57          47          96          93
                                                           ---------   ---------   ---------   ---------
                                                              16,983      16,304      32,887      31,289
                                                           ---------   ---------   ---------   ---------

COSTS AND EXPENSES:
   Cost of merchandise sold:
     Restaurant and lounges                                    4,403       4,180       8,473       7,995
     Package goods                                             2,396       2,519       4,861       5,063
   Payroll and related costs                                   4,910       4,542       9,718       8,604
   Occupancy costs                                             1,015         974       1,980       1,826
   Selling, general and administrative expenses                3,289       3,279       6,705       6,279
                                                           ---------   ---------   ---------   ---------
                                                              16,013      15,494      31,737      29,767
                                                           ---------   ---------   ---------   ---------
Income from Operations                                           970         810       1,150       1,522
                                                           ---------   ---------   ---------   ---------

OTHER INCOME (EXPENSE):
   Interest expense                                             (121)       (125)       (241)       (258)
   Interest and other income                                      21          34          37          70
                                                           ---------   ---------   ---------   ---------
                                                                (100)        (91)       (204)       (188)
                                                           ---------   ---------   ---------   ---------

Income before Provision for Income Taxes and Minority
   Interest in (Earnings) Losses of Consolidated Limited
   Partnerships                                                  870         719         946       1,334

Provision for Income Taxes                                      (197)       (184)       (349)       (367)

Minority Interest in (Earnings) Losses of Consolidated
   Limited Partnerships                                         (203)       (203)         58        (311)
                                                           ---------   ---------   ---------   ---------

NET INCOME                                                 $     470   $     332   $     655   $     656
                                                           =========   =========   =========   =========
</TABLE>

                                        2

<PAGE>

                  FLANIGAN'S ENTERPRISES, INC. AND SUBSIDIARIES
              UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                     (In Thousands Except Per Share Amounts)

                                   (Continued)

<TABLE>
<CAPTION>
                                                                Thirteen Weeks         Twenty Six Weeks
                                                                    Ended                   Ended
                                                              March       March       March       March
                                                             29, 2008    31, 2007    29, 2008    31, 2007
                                                             --------    --------    --------    --------
<S>                                                         <C>         <C>         <C>         <C>
Net Income Per Common Share:
   Basic                                                    $    0.25   $    0.18   $    0.35   $    0.35
                                                            =========   =========   =========   =========

   Diluted                                                  $    0.25   $    0.17   $    0.34   $    0.34
                                                            =========   =========   =========   =========

Weighted Average Shares and Equivalent Shares Outstanding
   Basic                                                    1,889,121   1,887,917   1,889,746   1,886,059
                                                            =========   =========   =========   =========

   Diluted                                                  1,899,992   1,915,176   1,901,543   1,912,122
                                                            =========   =========   =========   =========
</TABLE>

See accompanying notes to unaudited condensed consolidated financial statements.

                                        3

<PAGE>

                  FLANIGAN'S ENTERPRISES, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                MARCH 29, 2008 (UNAUDITED) AND SEPTEMBER 29, 2007
                                 (In Thousands)

                                     ASSETS

<TABLE>
<CAPTION>
                                                           March 29, 2008   September 29, 2007
                                                           --------------   ------------------
<S>                                                        <C>              <C>
CURRENT ASSETS:

   Cash and cash equivalents                                     $  4,420             $  2,223
   Notes and mortgages receivables,
      current maturities, net                                          15                   14
   Prepaid income taxes                                                76                   --
   Due from franchisees                                               381                  735
   Other receivables                                                  203                  137
   Inventories                                                      2,119                2,165
   Prepaid expenses                                                   541                  840
   Deferred tax asset                                                 159                  208
                                                                 --------             --------

         Total Current Assets                                       7,914                6,322
                                                                 --------             --------

   Property and Equipment, Net                                     20,248               19,410
                                                                 --------             --------

   Investment in Limited Partnership                                  149                  142
                                                                 --------             --------
OTHER ASSETS:

   Liquor licenses, net                                               345                  347
   Notes and mortgages receivable, net                                 37                   44
   Deferred tax asset                                                 600                  492
   Leasehold purchases                                              1,969                2,085
   Other                                                            1,424                1,495
                                                                 --------             --------

         Total Other Assets                                         4,375                4,463
                                                                 --------             --------

         Total Assets                                            $ 32,686             $ 30,337
                                                                 ========             ========
</TABLE>

                                        4

<PAGE>

                  FLANIGAN'S ENTERPRISES, INC, AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                MARCH 29, 2008 (UNAUDITED) AND SEPTEMBER 29, 2007
                                 (In Thousands)

                                   (Continued)

                      LIABILITIES AND STOCKHOLDERS' EQUITY

<TABLE>
<CAPTION>
                                                           March 29, 2008   September 29, 2007
                                                           --------------   ------------------
<S>                                                        <C>              <C>
CURRENT LIABILITIES:

   Accounts payable and accrued expenses                         $  3,858             $  3,666
   Income taxes payable                                                --                  331
   Due to franchisees                                                 322                  312
   Current portion of long term debt                                  172                  196
   Deferred revenues                                                   39                   45
   Deferred rent                                                       18                   17
                                                                 --------             --------

         Total Current Liabilities                                  4,409                4,567
                                                                 --------             --------

Long Term Debt, Net of Current Maturities                           4,836                4,922
Line of Credit                                                      1,562                  962

Deferred Rent, Net of Current Portion                                 223                  232

Minority Interest in Equity of
   Consolidated Limited Partnerships                                8,935                7,570

Commitments, Contingencies and
   Subsequent Events

Stockholders' Equity:
   Common stock, $.10 par value, 5,000,000
      shares authorized; 4,197,642 shares issued                      420                  420
   Capital in excess of par value                                   6,240                6,240
   Retained earnings                                               11,986               11,331
   Treasury stock, at cost, 2,309,109 shares
      at March 29, 2008 and 2,306,909
      shares at September 29, 2007                                 (5,925)              (5,907)
                                                                 --------             --------

      Total Stockholders' Equity                                   12,721               12,084
                                                                 --------             --------

      Total Liabilities and Stockholders' Equity                 $ 32,686             $ 30,337
                                                                 ========             ========
</TABLE>

See accompanying notes to unaudited condensed consolidated financial statements.

                                        5

<PAGE>

                  FLANIGAN'S ENTERPRISES, INC. AND SUBSIDIARIES
            UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
        FOR THE TWENTY SIX WEEKS ENDED MARCH 29, 2008 AND MARCH 31, 2007
                                 (In Thousands)

<TABLE>
<CAPTION>
                                                           March 29, 2008     March 31, 2007
                                                           --------------     --------------
<S>                                                        <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES:

   Net income                                                     $   655            $   656
   Adjustments to reconcile net income to net cash
      provided by operating activities:
      Depreciation and amortization                                 1,061                987
      Amortization of leasehold purchases                             116                 92
      Loss on abandonment of property and equipment                     8                 23
      Deferred income tax                                             (59)                34
      Deferred rent                                                    (8)                20
      Minority interest in earnings (loss) of
         consolidated limited partnerships                            (58)               311
      Income from unconsolidated limited partnership                  (13)                (4)
      Recognition of deferred revenue                                  (6)                (5)
      Changes in operating assets and liabilities:
         (increase) decrease in
            Due from franchisees                                      354                357
            Other receivables                                         (66)               175
            Prepaid income taxes                                      (76)                --
            Inventories                                                46               (168)
            Prepaid expenses                                          299               (478)
            Other assets                                               34               (179)
         Increase (decrease) in:
            Accounts payable and accrued expenses                     192              1,116
            Income taxes payable                                     (331)              (172)
            Due to franchisees                                         10                232
                                                                  -------            -------
   Net cash provided by operating activities                        2,158              2,997
                                                                  -------            -------
CASH FLOWS FROM INVESTING ACTIVITIES:

      Collection on notes and mortgages receivable                      6                  5
      Purchase of property and equipment                           (1,955)            (1,738)
      Purchase of leasehold interests                                  --               (955)
      Purchase of assets of franchised restaurant                      --               (100)
      Proceeds from sale of fixed assets                               85                 92
      Proceeds from sale of marketable securities                      --                381
      Distributions from unconsolidated limited partnerships            6                 --
      Proceeds from insurance settlement                               --                112
                                                                  -------            -------
   Net cash used in investing activities                           (1,858)            (2,203)
                                                                  -------            -------
</TABLE>

                                        6

<PAGE>

                  FLANIGAN'S ENTERPRISES, INC. AND SUBSIDIARIES
            UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
        FOR THE TWENTY SIX WEEKS ENDED MARCH 29, 2008 AND MARCH 31, 2007
                                 (In Thousands)

                                   (Continued)

<TABLE>
<CAPTION>
                                                           March 29, 2008     March 31, 2007
                                                           --------------     --------------
<S>                                                        <C>                <C>
CASH FLOWS FROM FINANCING ACTIVITIES:

      Payment of long term debt                                      (110)              (890)
      Proceeds from long term debt                                     --                960
      Proceeds from line of credit                                    600              1,200
      Purchase of treasury stock                                      (18)                (9)
      Purchase of minority limited partnership interest              (120)                --
      Distributions to limited partnership                           (480)              (418)
         minority partners
      Proceeds from limited partnership interests                   2,025*                --
      Proceeds from exercise of stock options                          --                 34
                                                                  -------            -------

   Net cash provided by financing activities                        1,897                877
                                                                  -------            -------

   Net Increase in Cash and Cash Equivalents                        2,197              1,671

         Beginning of Period                                        2,223              1,698
                                                                  -------            -------

         End of Period                                            $ 4,420            $ 3,369
                                                                  =======            =======

Supplemental Disclosure for Cash Flow Information:
      Cash paid during period for:
         Interest                                                 $   241            $   258
                                                                  =======            =======
         Income taxes                                             $   816            $   497
                                                                  =======            =======

Supplemental Disclosure of Non-Cash Investing and
Financing Activities:
         Purchase of real property in exchange for debt                --            $   250
                                                                  =======            =======

</TABLE>

*     exclusive of the Company's  investment in the limited  partnership  owning
      the restaurant in Davie, FL of $1,850,000.

 See accompanying notes to unaudited condensed consolidated financial statements

                                        7

<PAGE>

                  FLANIGAN'S ENTERPRISES, INC. AND SUBSIDIARIES
         NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                                 MARCH 29, 2008

(1) BASIS OF PRESENTATION:

The accompanying  financial information for the periods ended March 29, 2008 and
March 31, 2007 are unaudited. Financial information as of September 29, 2007 has
been derived from the audited financial  statements of the Company, but does not
include all disclosures required by generally accepted accounting principles. In
the opinion of  management,  all  adjustments,  consisting  of normal  recurring
adjustments,  necessary for a fair presentation of the financial information for
the periods indicated have been included.  For further information regarding the
Company's  accounting policies,  refer to the Consolidated  Financial Statements
and related notes  included in the Company's  Annual Report on Form 10-K for the
year ended  September 29, 2007.  Operating  results for interim  periods are not
necessarily indicative of results to be expected for a full year.

These  financial  statements  include  estimates  relating to performance  based
officers'  bonuses.  The estimates are reviewed  periodically and the effects of
any revisions  are reflected in the financial  statements in the period they are
determined to be necessary.  Although these  estimates are based on management's
knowledge  of current  events and  actions it may take in the  future,  they may
ultimately differ from actual results.

(2) EARNINGS PER SHARE:

Statements  of Financial  Accounting  Standards  ("SFAS") No. 128,  Earnings per
share  establishes  standards for computing  and  presenting  earnings per share
("EPS").  This statement requires the presentation of basic and diluted EPS. The
data on Page 3 shows the amounts  used in  computing  earnings per share and the
effects  on income  and the  weighted  average  number of shares of  potentially
dilutive common stock equivalents.

(3) RECLASSIFICATION:

Certain  amounts  in  the  fiscal  year  2007  financial  statements  have  been
reclassified to conform to the fiscal year 2008 presentation.

(4) RECENT ACCOUNTING PRONOUNCEMENTS:

In March 2008, the FASB issued Statement No. 161  "Disclosures  about Derivative
Instruments and Hedging Activities" ("SFAS 161") to enhance disclosures about an
entity's  derivative  and  hedging  activities.  SFAS 161 is  effective  for all
financial  statements issued in fiscal years and interim periods beginning after
November 15, 2008 and early application is encouraged.  SFAS 161 also encourages
but does not require  comparative  disclosures  for  earlier  periods at initial
adoption.  As we do not currently  engage in derivative  transactions or hedging
activities,  we do not anticipate any significant financial statement disclosure
impact as a result of our evaluation of SFAS 161.

In  December  2007,  the FASB  issued  SFAS No. 141  (revised  2007),  "Business
Combinations"  ("SFAS 141R"). SFAS 141R establishes  principles and requirements
for how an acquirer  recognizes  and measures in its  financial  statements  the
identifiable  assets  acquired,  the  liabilities  assumed,  any  noncontrolling
interest in the acquiree and the goodwill  acquired.  SFAS 141R also establishes
disclosure

                                        8

<PAGE>

requirements to enable the evaluation of the nature and financial effects of the
business  combination.  SFAS 141R is effective  for the fiscal  years  beginning
after  December  15, 2008 and will be adopted by us for any  acquisitions  after
September 27, 2009.

In December 2007, the FASB issued Statement of Financial Accounting Standard No.
160, Noncontrolling Interests in Consolidated Financial Statements, an amendment
of ARB No. 51 ("SFAS 160").  SFAS 160 will change the  accounting  and reporting
for  minority  interests,   which  will  be  recharacterized  as  noncontrolling
interests (NCI) and classified as a component of equity.  This new consolidation
method will  significantly  change the accounting for transactions with minority
interest  holders.  SFAS 160 is  effective  for  fiscal  years  beginning  after
December 15, 2008 (our fiscal year 2010). We have not yet determined the impact,
if any, of SFAS 160 on our consolidated financial statements.

In February  2007,  the FASB issued SFAS 159,  "Fair Value Option for  Financial
Assets  and  Liabilities"  which  permits  an entity to choose to  measure  many
financial  instruments  and  certain  other items at fair  value.  The  standard
contains an amendment to SFAS 115 pertaining to  available-for-sale  and trading
securities.  The objective of the standard is to improve financial  reporting by
providing  entities  with the  opportunity  to mitigate  volatility  in reported
earnings caused by measuring related assets and liabilities  differently without
having to apply complex hedge accounting provisions.  The provisions of SFAS 159
are effective for financial  statements  issued for fiscal years beginning after
November  15,  2007.  We do not  expect the  adoption  of  Statement  159 at the
beginning of fiscal year 2009 to have a material impact.

In September 2006, the FASB issued Statement of Financial  Accounting  Standards
No. 157,  "Fair Value  Measurements"  ("SFAS  157").  SFAS 157 provides a common
definition of fair value and  establishes a framework to make the measurement of
fair value in generally  accepted  accounting  principles  more  consistent  and
comparable.  SFAS 157 also requires expanded  disclosures to provide information
about the extent to which fair value is used to measure assets and  liabilities,
the methods and  assumptions  used to measure  fair value and the effect of fair
value  measures on earnings.  SFAS 157 is effective  for fiscal years  beginning
after  November  15, 2007 (our fiscal year  2009),  although  early  adoption is
permitted.  In September  2007,  the FASB  provided a one-year  deferral for the
implementation  of  SFAS  157  only  with  regard  to  nonfinancial  assets  and
liabilities.  We have not yet determined the impact,  if any, of SFAS 157 on our
consolidated financial statements.

(5) INVESTMENT IN LIMITED PARTNERSHIP:

Davie, Florida

We are the sole  general  partner  and a 48%  limited  partner  in this  limited
partnership which owns the restaurant in Davie,  Florida.  9.5% of the remaining
limited  partnership  interest  is owned by  persons  who are  either  officers,
directors  or their  family  members.  During the second  quarter of fiscal year
2008,  the limited  partnership  continued its  renovations  and upgrades to the
business premises. We anticipate that this location will be open for business as
a "Flanigan's  Seafood Bar and Grill"  restaurant  during the fourth  quarter of
fiscal year 2008.  During the twenty six weeks ended March 29, 2008, the limited
partnership  which owns the Davie,  Florida  restaurant  completed  its  private
offering,  raising the sum of  $3,875,000,  of which  $1,850,000  represents our
investment.  We did not advance any funds to this limited  partnership in excess
of our  investment.  As of March 29, 2008 we still held $1,816,000 in funds from
the private  offering,  which we  anticipate  will be sufficient to complete the
renovations  and upgrades to the Davie,  Florida  restaurant and provide working
capital.

                                        9

<PAGE>

(6) LINE OF CREDIT:

Under a secured line of credit with a third party  financial  institution we are
able to borrow up to $2,600,000.  As of March 29, 2008,  the amount  outstanding
under  the line of credit  was  $1,562,000,  with a  remaining  availability  of
$1,038,000.  During the second  quarter of fiscal year 2008, we made no draws on
our line of credit and paid monthly  installments of interest payments,  with no
principal  payments.  During the third  quarter of fiscal year 2008, we extended
the maturity date of our secured line of credit from January 2, 2009 to April 2,
2009.

(7) INCOME TAXES:

Financial  Accounting  Standards Board Statement No. 109,  Accounting for Income
Taxes, requires among other things,  recognition of future tax benefits measured
at enacted  rates  attributable  to  deductible  temporary  differences  between
financial  statement and income tax basis of assets and  liabilities  and to tax
net operating loss  carryforwards and tax credits to the extent that realization
of said tax benefits is more likely than not.

(8) STOCK OPTION PLANS:

We have two stock  option  plans  under  which  qualified  stock  options may be
granted to our officers  and other  employees.  Under these plans,  the exercise
price for the  qualified  stock options must be at least 110% of the fair market
value of the  Company's  Common  Stock on the date the options are  granted.  In
general,  options  granted  under our stock option plans expire after a five (5)
year  period  and  generally  vest no later  than one (1) year  from the date of
grant. As of March 29, 2008,  options to acquire 49,400 shares were  outstanding
at an average  exercise  price of $6.31 per share.  Under the plans,  options to
acquire an aggregate of 45,000 shares are available for grant.

No stock options were granted  during the twenty six weeks ended March 29, 2008,
nor were stock options granted during the twenty six weeks ended March 31, 2007.

There were no stock option exercises during the twenty six weeks ended March 29,
2008.  Stock option  exercises  during the twenty six weeks ended March 31, 2007
resulted in cash inflow to the Company of $34,000.  The corresponding  intrinsic
value as of the exercise  date of the 5,050 stock options  exercised  during the
twenty six weeks ended March 31, 2007 was $22,000.

Stock  option  activity  during the twenty six weeks ended March 29, 2008 was as
follows:

                                                                Weighted Average
                                                Total Options    Exercise Price
                                                -------------   ----------------
Outstanding at September 29, 2007                   50,300            $  6.31

   Granted                                              --                 --
   Exercised                                            --                 --
   Expired                                             900            $  6.14
                                                   -------            -------

Outstanding at March 29, 2008                       49,400            $  6.31
                                                   =======            =======

Options exercisable at March 29, 2008               49,400            $  6.31
                                                   =======            =======

                                       10

<PAGE>

The  weighted-average  remaining  contractual terms of stock options outstanding
and stock options  exercisable at March 29, 2008 was approximately 1.0 year. The
aggregate  intrinsic value of options  outstanding and stock options exercisable
at March 29, 2008 was approximately $86,000.

(9) ACQUISITIONS:

Purchase of Company Common Stock

Pursuant to a discretionary plan approved by the Board of Directors,  during the
second  quarter  ended March 29, 2008,  we purchased  1,000 shares of our common
stock on the open market for an aggregate  purchase price of $8,204.  During the
twenty six weeks ended March 29, 2008,  we purchased  2,200 shares of our common
stock for an aggregate  purchase price of $17,804.  Of the shares purchased,  we
purchased  1,000  shares of our common stock on the open market for an aggregate
purchase  price of $8,204  and 1,200  shares  of our  common  stock in a private
transaction  from the Joseph G. Flanigan  Charitable  Foundation  for a purchase
price of $9,600.

Purchase of Limited Partnership Interests

During the second  quarter of our fiscal year 2008, we purchased  from a limited
partner  (not a family  member  of any of our  directors  or  officers)  limited
partnership  interests of 0.76% to 2.76% in our limited  partnerships,  with the
only exception being CIC Investors #55, Ltd., which limited partnership owns the
Davie, Florida restaurant, for $120,000.

(10) COMMITMENTS AND CONTINGENCIES:

Guarantees

We guarantee  various  leases for  franchisees,  limited  partnerships  that own
restaurants  and locations  sold in prior years.  Remaining  rental  commitments
required  under these  leases are  approximately  $2,674,000.  In the event of a
default under any of these  agreements,  we will have the right to repossess the
premises  and operate the business to recover  amounts paid under the  guarantee
either by liquidating assets or operating the business.

Litigation

We own the building where our corporate offices are located.  On April 16, 2001,
we filed suit against the owner of the adjacent shopping center to determine our
right to non-exclusive  parking in the shopping center. During fiscal year 2007,
the appellate court affirmed and upon re-hearing, again affirmed the granting of
a summary  judgment  in favor of the  shopping  center.  The seller from whom we
purchased  the building was named as a defendant in the lawsuit and is currently
asserting a claim against us for  reimbursement of its attorneys' fees and costs
resulting  from  the  litigation.   We  dispute  the  seller's   entitlement  to
reimbursement  of its  attorney's  fees and costs and are  appealing  the ruling
against us by the trial court.  We are also disputing the amount of the seller's
claim as excessive.

During  fiscal  year  2007,  we and  the  limited  partnership  which  owns  the
restaurant  in Pinecrest,  Florida filed suit against the limited  partnership's
landlord.  We are the sole  general  partner and a 39%  limited  partner in this
limited partnership. We are seeking to recover the cost of structural repairs to
the business  premises we paid, as we believe these structural  repairs were the
landlord's   responsibility  under  the  lease.  The  lawsuit,  in  addition  to
attempting to recover the amounts expended by us for structural  repairs is also
attempting to recover the rent paid by the limited partnership while the repairs
were occurring. The claim

                                       11

<PAGE>

also includes a request by the limited partnership for the court to determine if
the limited partnership has the exclusive right to the use of a pylon sign which
was  formerly in front of the  business  premises  before  being  removed by the
landlord and to require the landlord to re-construct  the same, at its cost. The
landlord  filed its answer to the complaint  denying  liability  for  structural
repairs to the  business  premises,  denying any  obligation  to  reimburse  the
limited  partnership  for any rent paid while  structural  repairs  occurred and
denying the limited  partnership's right to use the pylon sign which it removed.
The lawsuit is in the discovery stage.

(11) BUSINESS SEGMENTS:

We  operate  principally  in  two  reportable  segments  -  package  stores  and
restaurants. The operation of package stores consists of retail liquor sales and
related items.  Information concerning the revenues and operating income for the
thirteen weeks and twenty six weeks ended March 29, 2008 and March 31, 2007, and
identifiable  assets for the two  reportable  segments in which we operate,  are
shown in the  following  table.  Operating  income is total revenue less cost of
merchandise sold and operating  expenses relative to each segment.  In computing
operating  income,  none of the  following  items have been  included:  interest
expense,  other non-operating income and expense and income taxes.  Identifiable
assets by  segment  are those  assets  that are used in our  operations  in each
segment.  Corporate assets are principally cash, notes and mortgages receivable,
real property,  improvements,  furniture, equipment and vehicles. We do not have
any operations outside of the United States and transactions between restaurants
and package liquor stores are not material.

<TABLE>
<CAPTION>
                                                                  Thirteen Weeks   Thirteen Weeks
                                                                      Ending           Ending
                                                                  March 29, 2008   March 31, 2007
                                                                  --------------   --------------
<S>                                                               <C>              <C>
Operating Revenues:
   Restaurants                                                       $  13,266        $  12,378
   Package stores                                                        3,400            3,531
   Other revenues                                                          317              395
                                                                     ---------        ---------
      Total operating revenues                                       $  16,983        $  16,304
                                                                     =========        =========

Operating Income Reconciled to Income Before Income
Taxes and Minority Interests in Earnings of Consolidated
Limited Partnerships
   Restaurants                                                       $   1,392        $   1,269
   Package stores                                                          196              202
                                                                     ---------        ---------
                                                                         1,588            1,471
   Corporate expenses, net of other Revenues                              (618)            (661)
                                                                     ---------        ---------
   Operating income                                                        970              810
   Other income (expense)                                                 (100)             (91)
                                                                     ---------        ---------
Income Before Income Taxes and Minority Interests in
Earnings of Consolidated Limited Partnerships                        $     870        $     719
                                                                     =========        =========

Depreciation and Amortization:
   Restaurants                                                       $     442        $     401
   Package stores                                                           70               64
                                                                     ---------        ---------
                                                                           512              465
   Corporate                                                                94               92
                                                                     ---------        ---------
Total Depreciation and Amortization                                  $     606        $     557
                                                                     =========        =========

Capital Expenditures:
   Restaurants                                                       $     487        $   1,295
   Package stores                                                           80              120
                                                                     ---------        ---------
                                                                           567            1,415
   Corporate                                                                77               69
                                                                     ---------        ---------
Total Capital Expenditures                                           $     644        $   1,484
                                                                     =========        =========
</TABLE>

                                       12

<PAGE>

<TABLE>
<CAPTION>
                                                                  Twenty Six Weeks   Twenty Six Weeks
                                                                       Ending             Ending
                                                                   March 29, 2008     March 31, 2007
                                                                  ----------------   ----------------
<S>                                                               <C>                <C>
Operating Revenues:
   Restaurants                                                        $   25,303         $   23,495
   Package stores                                                          6,831              7,013
   Other revenues                                                            753                781
                                                                      ----------         ----------
      Total operating revenues                                        $   32,887         $   31,289
                                                                      ==========         ==========

Operating Income Reconciled to Income Before Income
Taxes and Minority Interests in Earnings of Consolidated
Limited Partnerships
   Restaurants                                                        $    1,982         $    2,172
   Package stores                                                            341                382
                                                                      ----------         ----------
                                                                           2,323              2,554
   Corporate expenses, net of other Revenues                              (1,173)            (1,032)
                                                                      ----------         ----------
   Operating income                                                        1,150              1,522
   Other income (expense)                                                   (204)              (188)
                                                                      ----------         ----------
Income Before Income Taxes and Minority Interests in
Earnings of Consolidated Limited Partnerships                         $      946         $    1,334
                                                                      ==========         ==========

Depreciation and Amortization:
   Restaurants                                                        $      860         $      775
   Package stores                                                            132                123
                                                                      ----------         ----------
                                                                             992                898
   Corporate                                                                 185                181
                                                                      ----------         ----------
Total Depreciation and Amortization                                   $    1,177         $    1,079
                                                                      ==========         ==========

Capital Expenditures:
   Restaurants                                                        $    1,656         $    2,454
   Package stores                                                            136                200
                                                                      ----------         ----------
                                                                           1,792              2,654
   Corporate                                                                 163                390
                                                                      ----------         ----------
Total Capital Expenditures                                            $    1,955         $    3,044
                                                                      ==========         ==========
</TABLE>

                                       13

<PAGE>

                                                       March 29,   September 29,
                                                          2008         2007
                                                       ---------   -------------
Identifiable Assets:
   Restaurants                                         $  18,756     $  18,202
   Package store                                           3,650         3,577
                                                       ---------     ---------
                                                          22,406        21,779
   Corporate                                              10,280*        8,558
                                                       ---------     ---------
Consolidated Totals                                    $  32,686     $  30,337
                                                       =========     =========

* includes  $1,816,000 as the balance raised through the private offering by the
limited partnership which owns the Davie, Florida location.

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

Reported  financial  results may not be indicative  of the financial  results of
future  periods.  All  non-historical  information  contained  in the  following
discussion constitutes  forward-looking statements within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act
of 1934. Words such as "anticipates,  appears,  expects, trends, intends, hopes,
plans, believes,  seeks, estimates, may, will," and variations of these words or
similar expressions are intended to identify forward-looking  statements.  These
statements  are not  guarantees  of future  performance  and involve a number of
risks and  uncertainties,  including  but not  limited  to  customer  demand and
competitive  conditions.  Factors  that  could  cause  actual  results to differ
materially  are  included  in,  but not  limited  to,  those  identified  in the
"Management's  Discussion  and  Analysis of Financial  Condition  and Results of
Operations,"  in the Annual  Report on Form 10-K for the  Company's  fiscal year
ended September 29, 2007 and in this Quarterly  Report on Form 10-Q. The Company
undertakes  no  obligation  to publicly  release the results of any revisions to
these forward-looking  statements that may reflect events or circumstances after
the date of this report.

OVERVIEW

At March 29, 2008, we (i) operated 22 units,  (excluding the adult entertainment
club referenced in (ii) below),  consisting of  restaurants,  package stores and
combination  restaurants/package  stores that we either own or have  operational
control  over and  partial  ownership  in; (ii) own but do not operate one adult
entertainment  club; and (iii) franchise an additional six units,  consisting of
two   restaurants,   (one  of   which   we   operate)   and   four   combination
restaurants/package  stores. The table below provides information concerning the
type (i.e. restaurant,  package store or combination  restaurant/package  liquor
store) and  ownership  of the units  (i.e.  whether (i) we own 100% of the unit;
(ii) the unit is owned by a limited partnership of which we are the sole general
partner  and/or have  invested in; or (iii) the unit is franchised by us), as of
March 29, 2008 and as compared to March 31, 2007 and  September  29, 2007.  With
the exception of one  restaurant we operate under the name "The Whale's Rib" and
in which we do not have an ownership  interest,  all of the restaurants  operate
under our service mark "Flanigan's Seafood Bar and Grill" and all of the package
liquor stores operate under our service mark "Big Daddy's Liquors".

                                       14

<PAGE>

                                               March 29,   September   March 31,
Types of Units                                   2008      29, 2007       2007
--------------                                 ---------   ---------   ---------
Company Owned:
   Combination package and restaurant              4           4           4
   Restaurant only                                 3           3           3
   Package store only                              5           5           5

Company Operated Restaurants Only:
   Limited Partnerships                            8           7           7 (1)
   Franchise                                       1           1           1 (2)
   Unrelated Third Party                           1           1           1

Company Owned Club:                                1           1           1

Total Company Owned/Operated Units                23          22          22
Franchised Units                                   6           6           6 (2)

Notes:

(1) Includes a restaurant located in Pembroke Pines, Florida which is owned by a
limited  partnership in which we are the sole general partner and own 16% of the
limited partnership interest and commenced operating on October 29, 2007.

(2) We operate a restaurant for one (1) franchisee. This unit is included in the
table both as a franchised  restaurant,  as well as a restaurant operated by the
Company.

RESULTS OF OPERATIONS

<TABLE>
<CAPTION>
                                                     Thirteen Weeks Ended
                                          March 29, 2008              March 31, 2007
                                   ---------------------------   ------------------------
                                       Amount                        Amount
                                   --------------                --------------
                                   (In thousands)    Percent     (In thousands)   Percent
                                   --------------   ----------   --------------   -------
<S>                                <C>              <C>          <C>              <C>
Restaurant food sales                 $  10,785        64.71        $  10,029       63.04
Restaurant bar sales                      2,481        14.89            2,349       14.77
Package store sales                       3,400        20.40            3,531       22.19
                                      ---------       ------        ---------     -------

   Total Sales                        $  16,666       100.00        $  15,909      100.00

Franchise related revenues                  211                           308
Owner's fee                                  49                            40
Other operating income                       57                            47
                                      ---------                     ---------

   Total Revenue                      $  16,983                     $  16,304
                                      =========                     =========
</TABLE>

<TABLE>
<CAPTION>
                                                   Twenty Six Weeks Ended
                                          March 29, 2008              March 31, 2007
                                   ---------------------------   ------------------------
                                       Amount                        Amount
                                   --------------                --------------
                                   (In thousands)    Percent     (In thousands)   Percent
                                   --------------   ----------   --------------   -------
<S>                                <C>              <C>          <C>              <C>
Restaurant food sales                 $  20,532        63.89        $  19,059       62.47
Restaurant bar sales                      4,771        14.85            4,436       14.54
Package store sales                       6,831        21.26            7,013       22.99
                                      ---------       ------        ---------     -------

   Total Sales                        $  32,134       100.00        $  30,508      100.00

Franchise related revenues                  542                           608
Owner's fee                                 115                            80
Other operating income                       96                            93
                                      ---------                     ---------

   Total Revenue                      $  32,887                     $  31,289
                                      =========                     =========
</TABLE>

                                       15

<PAGE>

Franchise Financial  Arrangement:  In exchange for our providing  management and
related  services  to our  franchisees  and  granting  them the right to use our
service marks "Flanigan's Seafood Bar and Grill" and "Big Daddy's Liquors",  our
franchisees  (five of which  are  franchised  to  members  of the  family of our
Chairman of the Board, officers and/or directors), are required to (i) pay to us
a royalty equal to 1% of gross package sales and 3% of gross  restaurant  sales;
and (ii) make advertising  expenditures equal to between 1.5% to 3% of all gross
sales  based  upon  our  actual  advertising  costs  allocated  between  stores,
pro-rata, based upon gross sales.

Limited Partnership Financial Arrangement:  We manage and control the operations
of all restaurants  owned by limited  partnerships,  except the Fort Lauderdale,
Florida  restaurant  which is owned by a related  franchisee.  Accordingly,  the
results of operations of all limited  partnership owned restaurants,  except the
Fort Lauderdale,  Florida  restaurant are  consolidated  into our operations for
accounting purposes.  The results of operations of the Fort Lauderdale,  Florida
restaurant  are  accounted for by us utilizing  the equity  method.  In general,
until the investors'  cash  investment in a limited  partnership  (including any
cash  invested  by us and our  affiliates)  is  returned  in full,  the  limited
partnership distributes to the investors annually out of available cash from the
operation  of the  restaurant  up to 25% of the  cash  invested  in the  limited
partnership,  with no management fee paid to us. Any available cash in excess of
the 25% of the cash  invested  in the  limited  partnership  distributed  to the
investors  annually,  is paid one-half (1/2) to us as a management fee, with the
balance  distributed  to the  investors.  Once  the  investors  in  the  limited
partnership  have received,  in full,  amounts equal to their cash invested,  an
annual management fee is payable to us equal to one-half (1/2) of cash available
to the  limited  partnership,  with the other one half (1/2) of  available  cash
distributed to the investors (including us and our affiliates).  As of March 29,
2008, limited  partnerships  owning three (3) restaurants have returned all cash
invested and we receive an annual  management fee equal to one-half (1/2) of the
cash available for distribution by the limited  partnership.  In addition to its
receipt of distributable amounts from the limited partnerships, we receive a fee
equal to 3% of gross sales for use of the service mark  "Flanigan's  Seafood Bar
and Grill".

Comparison of Thirteen Weeks Ended March 29, 2008 and March 31, 2007.
---------------------------------------------------------------------

Revenues.  Total revenue for the thirteen  weeks ended March 29, 2008  increased
$679,000 or 4.16% to $16,983,000  from  $16,304,000 for the thirteen weeks ended
March 31, 2007. This increase resulted from sales from two restaurant locations,
the Pembroke Pines,  Florida limited  partnership  owned  restaurant  ($928,000)
which was opened after March 31, 2007, and the Company owned Lake Worth, Florida
restaurant ($389,000),  which was opened on March 4, 2007, offset by the decline
in same store  restaurant  food and bar sales.  Prior to March 4, 2007, the Lake
Worth, Florida restaurant was franchised by the Company. The Lake Worth, Florida
restaurant  generated $146,000 of revenues during the thirteen weeks ended March
31, 2007.  Without  giving  effect to the revenues  generated  from the Pembroke
Pines, Florida restaurant,  ($928,000), and the increased revenue generated from
the Lake Worth, Florida restaurant,  ($243,000),  total revenue for the thirteen
weeks ended March 29, 2008 would have decreased $492,000 or 3.02% to $15,812,000
from  $16,304,000  for the  thirteen  weeks ended March 31,  2007.  The Pembroke
Pines, Florida restaurant opened for business on October 29, 2007.

                                       16

<PAGE>

      Restaurant Food Sales.  Restaurant revenue generated from the sale of food
at restaurants  totaled  $10,785,000 for the thirteen weeks ended March 29, 2008
as compared to  $10,029,000  for the thirteen  weeks ended March 31,  2007.  The
increase  in  restaurant  food  sales is due to sales from the  Pembroke  Pines,
Florida and Lake Worth,  Florida  restaurants.  The Pembroke Pines,  Florida and
Lake Worth,  Florida  locations  generated  $783,000  and  $308,000 of revenues,
respectively,  from the sale of food during the  thirteen  weeks ended March 29,
2008, while the Lake Worth,  Florida  restaurant  generated  $119,000 of revenue
from the sale of food during the thirteen  weeks ended March 31,  2007.  Without
giving  effect  to the  revenue  generated  from  the  Pembroke  Pines,  Florida
restaurant, ($783,000), and the increased revenue generated from the Lake Worth,
Florida restaurant,  ($189,000),  revenue from the sale of food for the thirteen
weeks ended March 29, 2008 would have decreased  $216,000 or 2.15% to $9,813,000
from $10,029,000 for the thirteen weeks ended March 31, 2007.  Comparable weekly
restaurant food sales (for restaurants open for all of the second quarter of our
fiscal year 2008 and the second quarter of our fiscal year 2007,  which consists
of six restaurants owned by us and seven restaurants owned by affiliated limited
partnerships)  was $716,000 and $732,000 for the thirteen  weeks ended March 29,
2008 and March 31, 2007,  respectively,  a decrease of 2.19%.  Comparable weekly
restaurant  food sales for  Company  owned  restaurants  only was  $329,000  and
$322,000 for the second  quarter of our fiscal year 2008 and the second  quarter
of our fiscal year 2007,  respectively,  an increase of 2.17%. Comparable weekly
restaurant food sales for affiliated limited  partnership owned restaurants only
was $388,000 and $410,000 for the second quarter of our fiscal year 2008 and the
second quarter of our fiscal year 2007,  respectively,  a decrease of 5.37%.  We
anticipate  that  restaurant  food sales will  continue to increase  through our
fiscal year 2008 due to,  among other  things,  the  operation  of the  Pembroke
Pines,  Florida limited  partnership owned restaurant through the balance of our
fiscal  year 2008 and the  expected  opening  of the Davie,  Florida  restaurant
during the fourth  quarter of our fiscal year 2008,  offset by a decline in same
store restaurant food sales.

      Restaurant  Bar  Sales.  Restaurant  revenue  generated  from  the sale of
alcoholic  beverages  at  restaurants  (bar sales)  totaled  $2,481,000  for the
thirteen  weeks ended March 29, 2008 as compared to $2,349,000  for the thirteen
weeks ended March 31, 2007. The increase in restaurant bar sales is due to sales
from the  Pembroke  Pines,  Florida and Lake  Worth,  Florida  restaurants.  The
Pembroke Pines, Florida and Lake Worth, Florida locations generated $145,000 and
$81,000 of revenues from  restaurant  bar sales during the thirteen  weeks ended
March 29, 2008, respectively, while the Lake Worth, Florida restaurant generated
$28,000 of revenue from  restaurant  bar sales  during the thirteen  weeks ended
March 31, 2007.  Without giving effect to the revenue from  restaurant bar sales
generated  from the Pembroke  Pines,  Florida  restaurant,  ($145,000),  and the
increased  revenue  from  restaurant  bar sales  generated  from the Lake Worth,
Florida  restaurant,  ($53,000),  revenue  from  restaurant  bar  sales  for the
thirteen  weeks ended March 29,  2008 would have  decreased  $66,000 or 2.81% to
$2,283,000  from  $2,349,000  for the  thirteen  weeks  ended  March  31,  2007.
Comparable  weekly  restaurant  bar sales (for  restaurants  open for all of the
second quarter of our fiscal year 2008 and the second quarter of our fiscal year
2007, which consists of six restaurants  owned by us and seven restaurants owned
by affiliated  limited  partnerships) was $173,000 and $179,000 for the thirteen
weeks  ended  March 29,  2008 and March 31,  2007,  respectively,  a decrease of
3.35%. Comparable weekly restaurant bar sales for Company owned restaurants only
was $72,000  and $71,000 for the second  quarter of our fiscal year 2008 and the
second  quarter of our fiscal  year 2007,  respectively,  an  increase of 1.41%.
Comparable weekly restaurant bar sales for affiliated limited  partnership owned
restaurants  only was $100,000 and $108,000 for the second quarter of our fiscal
year 2008 and the  second  quarter  of our fiscal  year  2007,  respectively,  a
decrease of 7.41%.  We  anticipate  that  restaurant  bar sales will continue to
increase through our fiscal year 2008 due to, among other things,  the operation
of the Pembroke Pines, Florida restaurant through the balance of our fiscal year
2008 and the expected opening of the Davie, Florida restaurant during the fourth
quarter of our fiscal  year 2008,  offset by a decline in same store  restaurant
bar sales.

                                       17

<PAGE>

      Package Store Sales.  Revenue  generated  from sales of liquor and related
items at package  stores  totaled  $3,400,000 for the thirteen weeks ended March
29, 2008 as compared to $3,531,000  for the thirteen weeks ended March 31, 2007,
a decrease of 3.71%.  The weekly  average of same store  package store sales was
$262,000 and $272,000 for the thirteen  weeks ended March 29, 2008 and March 31,
2007,  respectively,  a decrease of 3.68%.  The  decrease was  primarily  due to
increased  competition.  Package store sales are expected to decline through the
balance of our fiscal year 2008. Increased competition has had a greater adverse
impact upon package  store sales when  customers  routinely  make larger  volume
purchases,  which  historically  have been more likely to occur during the first
and second quarters of our fiscal year.

Operating Costs and Expenses. Operating costs and expenses,  (consisting of cost
of merchandise  sold,  payroll and related costs,  occupancy  costs and selling,
general and  administrative  expenses),  for the thirteen  weeks ended March 29,
2008  increased  $519,000  or  3.35% to  $16,013,000  from  $15,494,000  for the
thirteen  weeks ended March 31, 2007. The increase was primarily due to expenses
related to the operation of the Pembroke Pines,  Florida and Lake Worth, Florida
restaurants  and to a  lesser  extent  a  general  increase  in food  costs.  We
anticipate  that our  operating  costs and  expenses  will  continue to increase
through our fiscal year 2008 due to, among other things, the expected opening of
the Davie,  Florida  restaurant  during the fourth  quarter of fiscal year 2008.
Operating  costs  and  expenses  decreased  as a  percentage  of total  sales to
approximately  94.29% in the second  quarter of our fiscal year 2008 from 95.03%
in the second quarter of our fiscal year 2007.

Gross Profit.  Gross profit is calculated by subtracting the cost of merchandise
sold from sales.

      Restaurant Food and Bar Sales. Gross profit for food and bar sales for the
thirteen weeks ended March 29, 2008 increased to $8,863,000  from $8,198,000 for
the thirteen  weeks ended March 31, 2007. Our gross profit margin for restaurant
food and bar sales  (calculated  as gross profit  reflected  as a percentage  of
restaurant food and bar sales), increased to 66.81% for the thirteen weeks ended
March 29, 2008  compared to 66.23% for the thirteen  weeks ended March 31, 2007.
The increase in our gross  profit  margin for  restaurant  and bar sales for the
second quarter of our fiscal year 2008 was primarily due to menu price increases
instituted at the end of the first quarter of our fiscal year 2008, introduction
of lower cost menu items and a decrease in the cost of ribs during calendar year
2008.

      Package Store Sales. Gross profit for package store sales for the thirteen
weeks ended March 29, 2008  decreased  to  $1,004,000  from  $1,012,000  for the
thirteen  weeks ended March 31, 2007.  Our gross profit  margin,  (calculated as
gross profit  reflected as a percentage of package store sales),  was 29.53% for
the  thirteen  weeks ended March 29,  2008  compared to 28.66% for the  thirteen
weeks ended March 31, 2007.  The increase in our gross profit  margin,  (0.87%),
was  primarily  due to the  purchase  of  "close  out" and  inventory  reduction
merchandise from wholesalers.  We anticipate the gross profit margin for package
store sales to decrease  throughout the balance of our fiscal year 2008 as we do
not  expect  to  be  able  to  purchase  "close  out"  and  inventory  reduction
merchandise  from  wholesalers to the same extent that we were able to make such
purchases during the first and second quarters of our fiscal year 2008.

Payroll and Related  Costs.  Payroll and related  costs for the  thirteen  weeks
ended March 29, 2008 increased  $368,000 or 8.10% to $4,910,000  from $4,542,000
for the  thirteen  weeks  ended  March 31,  2007.  This  increase  is  primarily
attributable to the Pembroke Pines, Florida and Lake Worth, Florida restaurants.
We  anticipate  that our payroll  costs and related  expenses  will  continue to
increase through our fiscal year 2008 due to, among other things,  the operation
of the Pembroke Pines, Florida restaurant through the balance of our fiscal year
2008 and the expected opening of the Davie, Florida restaurant during the fourth
quarter of fiscal year 2008.  Payroll and related costs as a percentage of total
sales was  28.91% in the second  quarter  of our fiscal  year 2008 and 27.86% of
total sales in the second quarter of

                                       18

<PAGE>

our fiscal year 2007.  This  increase as a percentage of sales was primarily due
to the need to pay higher wages to attract and retain employees.

Occupancy Costs.  Occupancy costs  (consisting of rent, common area maintenance,
repairs,  real property taxes and  amortization of leasehold  purchases) for the
thirteen  weeks ended March 29, 2008  increased  $41,000 or 4.21% to  $1,015,000
from $974,000 for the thirteen weeks ended March 31, 2007.  This increase is due
to, (i) rental  payments for the Lake Worth,  Florida  restaurant for the entire
second quarter of our fiscal year 2008, ($21,000),  as compared to one month for
the second quarter of our fiscal year 2007, ($7,000); and (ii) increases in real
property taxes and common area maintenance,  which generally includes a pro-rata
share of property  insurance  for units  located  within  shopping  centers.  We
anticipate that our occupancy costs will stabilize throughout the balance of our
fiscal year 2008.

Selling,   General   and   Administrative   Expenses.   Selling,   general   and
administrative expenses (consisting of general corporate expenses, including but
not  limited  to  advertising,   insurance,  professional  costs,  clerical  and
administrative  overhead) for the thirteen  weeks ended March 29, 2008 decreased
$10,000 or 0.30% to  $3,289,000  from  $3,279,000  for the thirteen  weeks ended
March 31, 2007.  Selling,  general and  administrative  expenses  decreased as a
percentage  of total  sales in the second  quarter  of our  fiscal  year 2008 to
19.37% as compared to 20.11% in the second quarter of our fiscal year 2007. This
decrease is primarily  attributable  to reduced  advertising  by the Company and
increased  advertising  credits and  rebates  from our food  distributor,  which
offset the  increase  in other  selling,  general  and  administrative  expenses
primarily  attributable to the operation of the Pembroke Pines, Florida and Lake
Worth,  Florida  restaurants and an overall increase in expenses.  We anticipate
that our selling,  general and administrative  expenses will increase throughout
the balance of our fiscal year 2008 due to, among other things, the operation of
our Pembroke Pines, Florida restaurant throughout the balance of our fiscal year
2008, the expected opening of the Davie,  Florida  restaurant  during the fourth
quarter  of fiscal  year 2008 and the  continuation  of an overall  increase  in
expenses.

Depreciation. Depreciation for the thirteen weeks ended March 29, 2008 and March
31, 2007 was  $606,000 and $557,000  respectively.  As a percentage  of revenue,
depreciation  expense was 3.57% of revenue in the thirteen weeks ended March 29,
2008 and 3.42% of revenue in the thirteen weeks ended March 31, 2007.

Other Income and  Expense.  Other income and expenses was an expense of $100,000
for the  thirteen  weeks  ended  March 29,  2008,  as  compared to an expense of
$91,000 for the thirteen  weeks ended March 31,  2007.  Other income and expense
for the  thirteen  weeks  ended  March 29,  2008  includes  interest  expense of
$121,000,  as compared to interest  expense of $125,000 for the  thirteen  weeks
ended March 31, 2007.

Interest Expense, Net. Interest expense, net, for the thirteen weeks ended March
29, 2008 decreased $4,000 to $121,000 from $125,000 for the thirteen weeks ended
March 31, 2007.

Net Income.  Net income for the  thirteen  weeks ended March 29, 2008  increased
$138,000 or 41.57% to $470,000 from $332,000 for the thirteen  weeks ended March
31, 2007.  As a percentage  of sales,  net income for the second  quarter of our
fiscal year 2008 is 2.77%,  as  compared  to 2.04% in the second  quarter of our
fiscal year 2007. The increase in net income as a percentage of sales (0.73%) is
primarily due to higher gross profit in both our  restaurant  and package liquor
store  divisions,  improved  control over  expenses,  offset by our share of the
pre-opening  expenses associated with the Davie,  Florida restaurant,  ($33,000)
during the  second  quarter of fiscal  year 2008.  During the second  quarter of
fiscal year 2007,  we had  pre-opening  expenses  associated  with the  Pembroke
Pines,  Florida  restaurant,  ($45,000),  and  the  Davie,  Florida  restaurant,
($56,000), which adversely affected net income.

                                       19

<PAGE>

Comparison of Twenty Six Weeks Ended March 29, 2008 and March 31, 2007.
-----------------------------------------------------------------------

Revenues.  Total revenue for the twenty six weeks ended March 29, 2008 increased
$1,598,000 or 5.11% to  $32,887,000  from  $31,289,000  for the twenty six weeks
ended March 31, 2007.  This  increase  resulted  from sales from two  restaurant
locations,  the Pembroke Pines,  Florida limited  partnership  owned  restaurant
($1,675,000)  which was opened after March 31, 2007,  and the Company owned Lake
Worth, Florida restaurant ($797,000),  which was opened on March 4, 2007, offset
by the decline in same store  restaurant  food and bar sales.  Prior to March 4,
2007, the Lake Worth, Florida restaurant was franchised by the Company. The Lake
Worth,  Florida  restaurant  generated $147,000 of revenue during the twenty six
weeks ended March 31, 2007.  Without giving effect to the revenue generated from
the Pembroke Pines, Florida restaurant,  ($1,675,000), and the increased revenue
generated from the Lake Worth, Florida restaurant, ($650,000), total revenue for
the twenty six weeks ended March 29, 2008 would have decreased $727,000 or 2.32%
to $30,562,000  from  $31,289,000 for the twenty six weeks ended March 31, 2007.
The Pembroke Pines, Florida restaurant opened for business on October 29, 2007.

Restaurant  Food Sales.  Restaurant  revenue  generated from the sale of food at
restaurants totaled $20,532,000 for the twenty six weeks ended March 29, 2008 as
compared  to  $19,059,000  for the twenty six weeks ended  March 31,  2007.  The
increase  in  restaurant  food  sales is due to sales from the  Pembroke  Pines,
Florida and Lake Worth,  Florida  restaurants.  The Pembroke Pines,  Florida and
Lake Worth,  Florida  locations  generated  $1,403,000 and $644,000 of revenues,
respectively,  from the sale of food during the twenty six weeks ended March 29,
2008, while the Lake Worth,  Florida  restaurant  generated  $119,000 of revenue
from the sale of food during the twenty six weeks ended March 31, 2007.  Without
giving  effect  to the  revenue  generated  from  the  Pembroke  Pines,  Florida
restaurant,  ($1,403,000),  and the increased  revenue  generated  from the Lake
Worth,  Florida  restaurant,  ($525,000),  revenue from the sale of food for the
twenty six weeks ended March 29, 2008 would have decreased  $455,000 or 2.39% to
$18,604,000  from  $19,059,000  for the twenty six weeks ended  March 31,  2007.
Comparable  weekly  restaurant food sales (for  restaurants  open for all of the
twenty six weeks  ended  March 29, 2008 and the twenty six weeks ended March 31,
2007, which consists of six restaurants  owned by us and seven restaurants owned
by affiliated limited partnerships) was $696,000 and $713,000 for the twenty six
weeks  ended  March 29,  2008 and March 31,  2007,  respectively,  a decrease of
2.38%.  Comparable  weekly  restaurant food sales for Company owned  restaurants
only was $306,000 and $302,000 for the twenty six weeks ended March 29, 2008 and
the twenty six weeks ended March 31, 2007,  respectively,  an increase of 1.32%.
Comparable weekly restaurant food sales for affiliated limited partnership owned
restaurants  only was $390,000 and $411,000 for the twenty six weeks ended March
29, 2008 and the twenty six weeks ended March 31, 2007, respectively, a decrease
of 5.11%.  We anticipate  that  restaurant  food sales will continue to increase
through our fiscal year 2008 due to, among other  things,  the  operation of the
Pembroke Pines,  Florida  restaurant through the balance of our fiscal year 2008
and the  expected  opening of the Davie,  Florida  restaurant  during the fourth
quarter of our fiscal  year 2008,  offset by a decline in same store  restaurant
food sales.

      Restaurant  Bar  Sales.  Restaurant  revenue  generated  from  the sale of
alcoholic beverages at restaurants (bar sales) totaled $4,771,000 for the twenty
six weeks ended March 29,  2008 as  compared  to  $4,436,000  for the twenty six
weeks ended March 31, 2007. The increase in restaurant bar sales is due to sales
from the  Pembroke  Pines,  Florida and Lake  Worth,  Florida  restaurants.  The
Pembroke Pines, Florida and Lake Worth, Florida locations generated $272,000 and
$153,000 of revenues from restaurant bar sales during the twenty six weeks ended
March 29, 2008, respectively, while the Lake Worth, Florida restaurant generated
$28,000 of revenue from  restaurant  bar sales during the twenty six weeks ended
March 31, 2007.  Without giving effect to the revenue from  restaurant bar sales
generated  from the Pembroke  Pines,  Florida  restaurant,  ($272,000),  and the
increased  revenue  from  restaurant  bar sales  generated  from the Lake Worth,
Florida restaurant, ($125,000), revenue from restaurant bar sales for the twenty
six  weeks  ended  March 29,  2008  would  have  decreased  $62,000  or 1.40% to
$4,374,000 from

                                       20

<PAGE>

$4,436,000  for the twenty six weeks ended  March 31,  2007.  Comparable  weekly
restaurant bar sales (for restaurants open for all of the twenty six weeks ended
March 29, 2008 and the twenty six weeks ended March 31, 2007,  which consists of
six restaurants owned by us and seven  restaurants  owned by affiliated  limited
partnerships) was $167,000 and $170,000 for the twenty six weeks ended March 29,
2008 and March 31, 2007,  respectively,  a decrease of 1.77%.  Comparable weekly
restaurant bar sales for Company owned  restaurants only was $69,000 and $67,000
for the twenty six weeks  ended  March 29,  2008 and the twenty six weeks  ended
March 31, 2007, respectively, an increase of 2.99%. Comparable weekly restaurant
bar sales for affiliated limited  partnership owned restaurants only was $98,000
and  $103,000  for the twenty six weeks  ended March 29, 2008 and the twenty six
weeks ended March 31, 2007,  respectively,  a decrease of 4.85%.  We  anticipate
that restaurant bar sales will continue to increase through our fiscal year 2008
due to,  among other  things,  the  operation  of the  Pembroke  Pines,  Florida
restaurant  through the balance of our fiscal year 2008 and the expected opening
of the Davie,  Florida  restaurant  during the fourth quarter of our fiscal year
2008, offset by a decline in same store restaurant bar sales.

      Package Store Sales.  Revenue  generated  from sales of liquor and related
items at package stores totaled  $6,831,000 for the twenty six weeks ended March
29,  2008 as  compared  to  $7,013,000  for the twenty six weeks ended March 31,
2007, a decrease of 2.60%.  The weekly average of same store package store sales
was  $263,000  and  $270,000  for the twenty six weeks  ended March 29, 2008 and
March 31,  2007,  respectively.  The  decrease  was  primarily  due to increased
competition.  Package store sales are expected to decline through the balance of
our fiscal year 2008.  Increased  competition  has had a greater  adverse impact
upon package store sales when customers  routinely make larger volume purchases,
which  historically  have been more likely to occur  during the first and second
quarters of our fiscal year.

Operating Costs and Expenses. Operating costs and expenses,  (consisting of cost
of merchandise  sold,  payroll and related costs,  occupancy  costs and selling,
general and administrative  expenses),  for the twenty six weeks ended March 29,
2008  increased  $1,970,000 or 6.62% to  $31,737,000  from  $29,767,000  for the
twenty six weeks  ended  March 31,  2007.  The  increase  was  primarily  due to
expenses related to the operation of the Pembroke Pines, Florida and Lake Worth,
Florida  restaurants and to a lesser extent a general increase in food costs. We
anticipate  that our  operating  costs and  expenses  will  continue to increase
through our fiscal year 2008 due to, among other things, the expected opening of
the Davie,  Florida  restaurant  during the fourth  quarter of fiscal year 2008.
Operating  costs  and  expenses  increased  as a  percentage  of total  sales to
approximately  96.50% for the twenty six weeks  ended March 29, 2008 from 95.14%
for the twenty six weeks ended March 31, 2007.

Gross Profit.  Gross profit is calculated by subtracting the cost of merchandise
sold from sales.

      Restaurant Food and Bar Sales. Gross profit for food and bar sales for the
twenty six weeks ended March 29, 2008 increased to $16,830,000  from $15,500,000
for the twenty six weeks  ended  March 31,  2007.  Our gross  profit  margin for
restaurant  food and bar  sales  (calculated  as  gross  profit  reflected  as a
percentage of restaurant food and bar sales), increased to 66.51% for the twenty
six weeks ended March 29, 2008 compared to 65.97% for the twenty six weeks ended
March 31, 2007.  This increase in gross profit for  restaurant and bar sales for
the  twenty  six weeks  ended  March 29,  2008 was  primarily  due to menu price
increases  instituted  at the end of the first  quarter of our fiscal year 2008,
introduction  of lower cost menu items and a decrease in the cost of ribs during
calendar year 2008.

      Package  Store Sales.  Gross profit for package store sales for the twenty
six weeks ended March 29, 2008 increased to $1,970,000  from  $1,950,000 for the
twenty six weeks ended March 31, 2007. Our gross profit  margin,  (calculated as
gross profit  reflected as a percentage of package store sales),  was 28.84% for
the twenty six weeks ended March 29, 2008  compared to 27.81% for the twenty six
weeks ended March 31, 2007.  The increase in our gross profit  margin,  (1.03%),
was primarily due to the

                                       21

<PAGE>

purchase of "close out" and inventory reduction merchandise from wholesalers. We
anticipate  the  gross  profit  margin  for  package  store  sales  to  decrease
throughout the balance of our fiscal year 2008 as we do not expect to be able to
purchase "close out" and inventory reduction merchandise from wholesalers to the
same extent that we were able to make such purchases during the twenty six weeks
ended March 29, 2008.

Payroll and Related  Costs.  Payroll and related  costs for the twenty six weeks
ended  March  29,  2008  increased  $1,114,000  or  12.95%  to  $9,718,000  from
$8,604,000  for the twenty six weeks  ended  March 31,  2007.  This  increase is
primarily  attributable to the Pembroke Pines,  Florida and Lake Worth,  Florida
restaurants.  We  anticipate  that our payroll  costs and related  expenses will
continue to increase  through our fiscal year 2008 due to,  among other  things,
the operation of the Pembroke Pines,  Florida  restaurant through the balance of
our fiscal year 2008 and the expected opening of the Davie,  Florida  restaurant
during the fourth  quarter of fiscal year 2008.  Payroll and related  costs as a
percentage  of total  sales was 29.55% for the twenty six weeks  ended March 29,
2008 and 27.50% of total sales for the twenty six weeks  ended  March 31,  2007.
This  increase as a  percentage  of sales was  primarily  due to the need to pay
higher wages to attract and retain employees.

Occupancy Costs.  Occupancy costs  (consisting of rent, common area maintenance,
repairs,  real property taxes and  amortization of leasehold  purchases) for the
twenty six weeks ended March 29, 2008 increased  $154,000 or 8.43% to $1,980,000
from  $1,826,000 for the twenty six weeks ended March 31, 2007. This increase is
due to, (i) rental payments for the entire twenty six weeks ended March 29, 2008
at three additional  restaurant  locations (Pembroke Pines,  Florida, - $72,000,
Davie,  Florida - $65,000,  and Lake Worth,  Florida - $42,000),  as compared to
rental  payments  for a part of the twenty six weeks ended March 31, 2007 at the
same three additional restaurant  locations,  (Pembroke Pines, Florida - $18,000
(non-cash  pre-opening rent) and $35,000 (cash pre-opening rent), Davie, Florida
- $48,000 and Lake Worth, Florida - $7,000): and (ii) increases in real property
taxes and common area maintenance,  which generally includes a pro-rata share of
property insurance for units located within shopping centers. We anticipate that
our occupancy  costs will  stabilize  throughout  the balance of our fiscal year
2008.

Selling,   General   and   Administrative   Expenses.   Selling,   general   and
administrative expenses (consisting of general corporate expenses, including but
not  limited  to  advertising,   insurance,  professional  costs,  clerical  and
administrative overhead) for the twenty six weeks ended March 29, 2008 increased
$426,000 or 6.78% to $6,705,000  from  $6,279,000 for the twenty six weeks ended
March 31, 2007.  Selling,  general and  administrative  expenses  increased as a
percentage  of total  sales for the twenty  six weeks  ended  March 29,  2008 to
20.39% as compared to 20.27% for the twenty six weeks ended March 31, 2007. This
increase is  attributable  to the operation of the Pembroke  Pines,  Florida and
Lake  Worth,  Florida  restaurants  and an  overall  increase  in  expenses.  We
anticipate that our selling,  general and administrative  expenses will increase
throughout  the balance of our fiscal year 2008 due to, among other things,  the
operation of our Pembroke Pines,  Florida  restaurant  throughout the balance of
our fiscal year 2008,  the  expected  opening of the Davie,  Florida  restaurant
during the fourth quarter of fiscal year 2008 and the continuation of an overall
increase  in  expenses,  which will not be offset in their  entirety  by reduced
advertising  and  increased  advertising  credits  and  rebates  from  our  food
distributor.

Depreciation.  Depreciation  for the twenty six weeks  ended  March 29, 2008 and
March 31, 2007 was $1,177,000 and  $1,079,000  respectively.  As a percentage of
revenue, depreciation expense was 3.58% of revenue in the twenty six weeks ended
March 29,  2008 and 3.45% of revenue in the  twenty  six weeks  ended  March 31,
2007.

Other Income and  Expense.  Other income and expenses was an expense of $204,000
for the twenty six weeks  ended  March 29,  2008,  as  compared to an expense of
$188,000 for the twenty six weeks ended March 31, 2007. Other income and expense
for the twenty six weeks  ended  March 29,  2008  includes

                                       22

<PAGE>

interest  expense of $241,000,  as compared to interest  expense of $258,000 for
the twenty six weeks ended March 31, 2007.  The decrease in interest  expense is
attributable to a decreased  average  balance  outstanding on our line of credit
during the twenty six weeks ended March 29, 2008.

Interest Expense,  Net.  Interest  expense,  net, for the twenty six weeks ended
March 29, 2008  decreased  $17,000 to $241,000  from $258,000 for the twenty six
weeks  ended March 31,  2007.  This  decrease  was  attributable  to a decreased
average balance outstanding on our line of credit.

Net  Income.  Net income for the twenty six weeks  ended  March 29, 2008 and the
twenty six weeks ended March 31, 2007 was  approximately  equal at $655,000  and
$656,000,  respectively. As a percentage of sales, net income for the twenty six
weeks  ended  March 29,  2008 is 1.99%,  as compared to 2.10% for the twenty six
weeks ended March 31, 2007.  The decrease in net income as a percentage of sales
(-0.11%) is primarily due to our share of the  pre-opening  expenses  associated
with the Davie, Florida restaurant,  ($36,000) during the twenty six weeks ended
March 29, 2008, higher food costs and overall expenses,  including electric, gas
and real  property  taxes.  During the twenty six weeks ended March 31, 2007, we
had pre-opening expenses associated with the Pembroke Pines, Florida restaurant,
($65,000),  and  the  Davie,  Florida  restaurant,  ($56,000),  which  adversely
affected net income.

New Limited Partnership Restaurants

The limited  partnership  owned  restaurant  located in Pembroke Pines,  Florida
opened for business  during the first  quarter of our fiscal year 2008  (October
29,  2007) and we  anticipate  that the  limited  partnership  owned  restaurant
located in Davie,  Florida will open for business  during the fourth  quarter of
our fiscal year 2008. As new  restaurants  open, our income from operations will
be adversely affected due to our obligation to fund pre-opening costs, including
but not limited to pre-opening rent for the new locations. During the twenty six
weeks ended March 29,  2008,  we  recognized  non-cash  pre-opening  rent in the
approximate  amount  of  $6,000  and  recognized  cash  pre-opening  rent in the
approximate  amount of $12,000 for the recently opened  Pembroke Pines,  Florida
restaurant.  During the twenty six weeks ended March 29, 2008,  we also paid and
expensed pre-opening rent in the approximate amount of $67,000 for the currently
unopened  Davie,  Florida  restaurant,  which is the full rent  provided  in the
lease.  During the twenty six weeks ended March 31, 2007, we recognized non-cash
pre-opening  rent in the  approximate  amount of  $18,000  and  recognized  cash
pre-opening  rent in the  approximate  amount of $35,000 for the recently opened
Pembroke Pines,  Florida restaurant and in the approximate amount of $48,000 for
the currently  unopened  Davie,  Florida  restaurant.  We are  recognizing  rent
expense on a straight line basis over the term of the lease.

During  the twenty six weeks  ended  March 29,  2008,  the  limited  partnership
restaurant  in Davie,  Florida  reported  losses of  $245,000  primarily  due to
pre-opening  costs, thus contributing to a reduction in the operating income for
the twenty six weeks  ended  March 29,  2008.  During the twenty six weeks ended
March 31, 2007, the limited  partnership  restaurant in Pembroke Pines,  Florida
reported a loss of $65,000  primarily due to  pre-opening  costs and the limited
partnership  restaurant in Davie,  Florida reported a loss of $56,000  primarily
due to  pre-opening  costs,  thus  contributing  to a reduction in the operating
income for the twenty six weeks ended March 31, 2007.

Throughout  the balance of fiscal  year 2008,  income  from  operations  will be
adversely  affected  by  pre-opening   costs,   including  but  not  limited  to
pre-opening rent, to be incurred for the Davie,  Florida restaurant.  Management
believes that our current cash availability from our line of credit and expected
cash  from  operations  will  be  sufficient  to  fund  operations  and  capital
expenditures for at least the next twelve months.

                                       23

<PAGE>

Trends

During the next twelve months, we expect continued increases in restaurant sales
due  primarily  to the Pembroke  Pines,  Florida  restaurant  being open for the
entire twelve month period and the anticipated  opening of the new restaurant in
Davie, Florida. Same store restaurant food and bar sales are expected to decline
over the next twelve month period,  with  decreases  primarily in restaurants in
Palm Beach County,  Florida and to a lesser extent in Broward  County,  Florida,
offset  partially by increases  in same store  restaurant  food and bar sales in
Miami-Dade County,  Florida,  due to our strong name recognition in that county.
Package  store  sales are  expected  to  decrease  due  primarily  to  increased
competition.  Management also expects higher food costs and overall  expenses to
increase.  We are reviewing our food costs and overall expenses looking for ways
to reduce and/or  control the same,  including but not limited to new lower cost
menu items and/or ingredients, without sacrificing our food quality and service.
During the first  quarter of our fiscal  year  2007,  we raised  menu  prices to
offset the higher food costs and overall  expenses.  During the first quarter of
our fiscal year 2008,  we again  raised menu prices to offset  higher food costs
and overall expenses and will continue to do so whenever  necessary and wherever
competitively possible.

Liquidity and Capital Resources

We fund our operations  through cash from  operations  and borrowings  under our
line of credit.  As of March 29, 2008, we had cash of approximately  $4,420,000,
an increase of  $2,197,000  from our cash balance of  $2,223,000 as of September
29,  2007.  The increase in cash was due  primarily  to amounts  which have been
raised but have not yet been  required  to be used for  expenses  by the limited
partnership which owns the Davie, Florida location, ($1,816,000).

Cash Flows

The  following  table is a summary of our cash flows for the twenty six weeks of
fiscal years 2008 and 2007.

                                                    Twenty Six Weeks Ended
                                               March 29, 2008   March 31, 2007
                                               --------------   --------------
                                                        (in Thousands)

   Net cash provided by operating activities         $  2,158          $ 2,997
   Net cash used in investing activities               (1,858)          (2,203)
   Net cash provided by financing activities            1,897              877
                                                     --------          -------

   Net Increase in Cash and Cash Equivalents            2,197            1,671

   Cash and Cash Equivalents, Beginning                 2,223            1,698
                                                     --------          -------

   Cash and Cash Equivalents, Ending                 $  4,420          $ 3,369
                                                     ========          =======

We have recently determined that we must retain any earnings for the development
and operation of our business and accordingly,  we do not intend to pay any cash
dividends in the foreseeable future.

Capital Expenditures

We acquired  property and  equipment of  $1,955,000  during the twenty six weeks
ended March 29, 2008,  including  $268,000 for  renovations  to one (1) existing
Company owned restaurant, as compared to

                                       24

<PAGE>

$3,043,000, (of which $250,000 was financed),  during the twenty six weeks ended
March 31, 2007,  which  included  $802,500 for the purchase of real property and
$204,000 for  renovations to two (2) existing  Company  restaurants.  During the
twenty six weeks ended March 29, 2008,  the limited  partnership  which owns the
Davie,  Florida  restaurant  completed its private offering,  raising the sum of
$3,875,000,  of which $1,850,000  represents our investment.  We did not advance
any funds to this limited  partnership  in excess of our  investment.  The funds
from the private  offering  are being used to complete  the  renovations  to the
business  premises  for  operation  of a  "Flanigan's  Seafood  Bar  and  Grill"
restaurant and provide working capital.

In addition,  during the twenty six weeks ended March 31, 2007, we purchased the
leasehold interests for the Pembroke Pines,  Florida ($305,000),  Davie, Florida
($650,000) and Lake Worth,  Florida  ($45,000)  locations,  the cost of which is
being amortized as additional  rent over the life of the lease.  The purchase of
the leasehold  interest for the Lake Worth,  Florida location occurred as a part
of the purchase of the previously franchised restaurant.

All of the Company owned units require periodic  refurbishing in order to remain
competitive.  Management  anticipates the cost of this  refurbishment  in fiscal
year 2008 to be approximately $375,000, of which $268,000 has been spent through
March 29, 2008.

Purchase of Limited Partnership Interests

During the second  quarter of our fiscal year 2008, we purchased  from a limited
partner (not a family  member of any of our  directors or officers) for $120,000
the following percentage interests in the following locations:

<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------
                              Type of Location                             Percentage Owned by
                             (Restaurant only,                             Company effective as
       Location                 Combo, etc.)       Percentage Acquired          of 3/31/08
------------------------------------------------------------------------------------------------
<S>                          <C>                   <C>                     <C>
CIC Investors #13, Ltd.
11415 S Dixie Highway
Pinecrest, FL                 Restaurant only             0.76%                   39.85%
------------------------------------------------------------------------------------------------
CIC Investors #50, Ltd.
17185 Pines Boulevard
Pembroke Pines, FL            Restaurant only             1.06%                   17.23%
------------------------------------------------------------------------------------------------
CIC Investors #60, Ltd.
9516 Harding Avenue
Surfside, FL                  Restaurant only             2.67%                   44.80%
------------------------------------------------------------------------------------------------
CIC Investors #65, Ltd.
2335 State Road 7
Suite 100
Wellington, FL                Restaurant only             1.35%                   27.84%
------------------------------------------------------------------------------------------------
CIC Investors #70, Ltd.
12790 SW 88th Street
Kendall, FL                   Restaurant only             1.03%                   41.03%
------------------------------------------------------------------------------------------------
CIC Investors #75, Ltd.
950 S. Federal Highway
Stuart, FL.                   Restaurant only             1.33%                   13.33%
------------------------------------------------------------------------------------------------
CIC Investors #80, Ltd.
8695 N.W. 12th Street
Miami, Fl.                    Restaurant only             1.82%                   26.91%
------------------------------------------------------------------------------------------------
CIC Investors #95, Ltd.
2460 Weston Road
Weston, FL                    Restaurant only             1.82%                   29.82%
------------------------------------------------------------------------------------------------
</TABLE>

                                       25

<PAGE>

Long Term Debt

As of March 29,  2008,  we had long  term debt of  $6,570,000,  as  compared  to
$6,741,000 as of March 31, 2007,  and  $6,080,000 as of September 29, 2007.  The
net  decrease  in long term debt as of March 29,  2008 as  compared to long term
debt as of March 31, 2007 is primarily attributed to a lesser amount outstanding
under our line of credit ($200,000) from an unaffiliated  financial institution.
The net increase in long term debt as of March 29, 2008 as compared to long term
debt as of September 29, 2007 is  attributed to the borrowing of $600,000  under
our secured line of credit  during the first  quarter of our fiscal year 2008 to
pay the balance of the purchase price for our limited  partnership  units in the
limited partnership which owns the Davie, Florida restaurant.

As of March 29, 2008,  the amount  outstanding  under our secured line of credit
was  $1,562,000.  During the third  quarter of fiscal year 2008, we extended the
maturity  date of our secured  line of credit  from  January 2, 2009 to April 2,
2009.

Purchase Commitments

In order to fix the cost and  ensure  adequate  supply of baby back ribs for our
restaurants,  effective  November 20, 2007, we entered into a purchase agreement
with our rib supplier, whereby we agreed to purchase approximately $3,200,000 of
baby back ribs during calendar year 2008 from this vendor at a fixed cost. While
we  anticipate  purchasing  all of our rib supply from this  vendor,  we believe
there are several other alternative vendors available, if needed.

Working Capital

The table below summarizes the current assets, current liabilities,  and working
capital for our fiscal  quarters  ended March 29,  2008,  March 31, 2007 and our
fiscal year ended September 29, 2007.

    Item                      Mar. 29, 2008   Mar. 31, 2007   Sept 29, 2007
    -----                     -------------   -------------   --------------
                                             (in Thousands)

    Current Assets                  $ 7,914         $ 7,620         $ 6,322
    Current Liabilities               4,409           6,091           4,567
                                    -------         -------         -------
    Working Capital                 $ 3,505         $ 1,529         $ 1,755

Working  capital as of March 29,  2008  increased  by 129.23%  from the  working
capital for the fiscal  quarter  ending  March 31, 2007 and  increased by 99.72%
from the working  capital for the fiscal year ending  September  29,  2007.  Our
working  capital  improved during the second quarter of our fiscal year 2008 due
primarily to the amounts  which have been raised but not yet required to be used
for  expenses  by  the  limited  partnership  which  owns  the  Davie,   Florida
restaurant,  ($1,816,000).  Working capital also continued to improve during the
fiscal  quarter  ending  March 29, 2008 due to the minimal  demand upon our cash
flow for extraordinary items during the fiscal quarter.

We  believe  that  positive  cash  flow from  operations  will  adequately  fund
operations  and debt  reduction  through  the  balance of our fiscal  year 2008.
During  the  second  quarter of our fiscal  year  2008,  we  contracted  for the
purchase of a new point of sale system for our package stores, at a cost of

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<PAGE>

approximately $218,000, excluding a surveillance camera system which we estimate
will cost an  additional  $90,000.  As of March 29,  2008,  we have already paid
approximately  $166,000  on  account  of the new  point of sale  system  for our
package  stores,  including the cost to customize and test the new point of sale
system.  We also paid  approximately  $50,000  to  purchase  universal  wireless
hand-held  scanners,  which payment is in addition to the contracted  amount. We
anticipate  that this new point of sale  system for our  package  stores will be
installed and fully operational by the end of our fiscal year 2008.

Off-Balance Sheet Arrangements

The Company does not have off-balance sheet arrangements.

Inflation

The primary inflationary factors affecting our operations are food, beverage and
labor costs. A large number of restaurant personnel are paid at rates based upon
applicable  minimum wage and  increases in minimum  wage  directly  affect labor
costs.  To  date,  inflation  has not had a  material  impact  on our  operating
results,  but this  circumstance may change in the future if food and fuel costs
continue to rise.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

We do not ordinarily hold market risk sensitive instruments for trading purposes
and as of March 29, 2008 held no equity securities.

Interest Rate Risk

At March 29, 2008, of the Company's debt arrangements, only borrowings under our
line of credit bear  interest at a variable  annual rate equal to the prime rate
of interest. Increases in interest rates may have a material affect upon results
of operations,  depending upon the outstanding  principal balance on our line of
credit from time to time.

At  March  29,  2008,  our cash  resources  earn  interest  at  variable  rates.
Accordingly,  our return on these funds is affected by  fluctuations in interest
rates.

ITEM 4T. CONTROLS AND PROCEDURES

Under the  supervision  and with the  participation  of  certain  members of our
management,  including our Chairman of the Board,  Chief  Executive  Officer and
Chief Financial Officer,  we completed an evaluation of the effectiveness of the
design and operation of our  disclosure  controls and  procedures (as defined in
Rules 13a-15(e) and 15d-15(e) to the Securities Exchange Act of 1934, as amended
(the "Exchange  Act")).  Based on that  evaluation,  we and our management  have
concluded  that, our  disclosure  controls and procedures at March 29, 2008 were
effective  to ensure  that  information  required to be  disclosed  by us in the
reports that we file or submit  under the  Exchange Act is recorded,  processed,
summarized and reported within the time periods specified in the rules and forms
of the SEC, and are designed to ensure that information required to be disclosed
by us in these reports is accumulated and  communicated  to our  management,  as
appropriate to allow timely decisions  regarding  required  disclosures.  In the
thirteen  weeks ended March 29,  2008,  there has been no change in our internal
control over financial reporting that has materially affected,  or is reasonably
likely to affect, our internal control over financial reporting. Management does
not expect that  disclosure  controls and  procedures  or internal  controls can
prevent all errors and all fraud. A control system, no matter how well conceived
and operated,  can provide only  reasonable and not absolute  assurance that the
objectives  of the  control  system  are met.  Further,  the design of a control
system  must  reflect  the fact that  there are  resource  constraints,  and the
benefits of

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<PAGE>

controls must be considered  relative to their costs. While management  believes
that its disclosure  controls and procedures provide  reasonable  assurance that
fraud can be detected and prevented,  because of the inherent limitations in all
control systems,  no evaluation of controls can provide absolute  assurance that
all control issues and instances of fraud, if any, have been detected.

                           PART II. OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

See  "Litigation"  on page 11 of this  Report and Item 1 and Item 3 to Part 1 of
the Annual Report on Form 10-K for the fiscal year ended  September 29, 2007 for
a discussion of other legal proceedings resolved in prior years.

ITEM 1A.  RISK FACTORS

There have been no material changes to the risk factors previously  disclosed in
our Annual Report on Form 10-K for the fiscal year ended  September 29, 2007 and
in other  reports  filed  from time to time with the SEC since the date we filed
our Form 10-K.  Readers are urged to carefully  review these risk factors  since
they may cause our results to differ from the "forward-looking  statements" made
in this report or otherwise made by or on our behalf. Those risk factors are not
the only  ones we face.  Additional  risks  not  presently  known to us or other
factors not perceived by us to present significant risks to our business at this
time also may impair our business operations.  We do not undertake to update any
of these forward-looking  statements or to announce the results of any revisions
to these forward-looking statements except as required by law.

ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Purchase of Company Common Stock

Pursuant to a discretionary plan approved by the Board of Directors,  during the
second  quarter  ended March 29, 2008,  we purchased  1,000 shares of our common
stock on the open market for an aggregate purchase price of $8,204, as follows:

                                       Number of
                                        Shares      Per Share    Purchase
           Date of Purchase            Purchased      Price        Price
           ----------------            ---------    ---------    --------
   2/25/2008                                 100      $  8.64     $   864
   2/29/2008                                 100      $  8.64     $   864
   3/11/2008                                 500      $ 8.088     $ 4,044
   3/13/2008                                 100      $  8.12     $   812
   3/17/2008                                 200      $  8.10     $ 1,620
                                           -----                  -------
   Total:                                  1,000                  $ 8,204

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

      (a)   The 2008 Annual Meeting of  Shareholders  of the Company was held on
            February 29, 2008.

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<PAGE>

      (b)   The  following  nominees,  having  received  the FOR votes set forth
            opposite  their  respective  names,  constituting a plurality of the
            votes cast at the Annual Meeting for the election of Directors, were
            duly elected Directors of the Company:

            DIRECTOR                       FOR             WITHHOLD AUTHORITY
--------------------------------     ---------------    ------------------------

August Bucci                             1,571,830                97,818
Germaine M. Bell                         1,657,185                12,463
Patrick J. Flanigan                      1,571,995                97,653

      The  terms of  office  of the  following  Directors  continued  after  the
meeting:

      James G.  Flanigan,  Jeffrey D.  Kastner,  Michael B Flanigan,  Barbara J.
Kronk, Mike Roberts and Christopher O'Neil.

ITEM 6. EXHIBITS

   The following exhibits are filed with this Report:

      Exhibit    Description
     ---------   ------------

      31.1       Certification  of Chief Executive  Officer pursuant to Section
                 302 of the Sarbanes-Oxley Act of 2002.

      31.2       Certification  of Chief Financial  Officer pursuant to Section
                 302 of the Sarbanes-Oxley Act of 2002.

      32.1       Certification of Chief Executive Officer pursuant to 18 U.S.C.
                 Section  1350,  as  adopted  pursuant  to  Section  906 of the
                 Sarbanes-Oxley Act of 2002.

      32.2       Certification of Chief Financial Officer pursuant to 18 U.S.C.
                 Section  1350,  as  adopted  pursuant  to  Section  906 of the
                 Sarbanes-Oxley Act of 2002.

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<PAGE>

                                   SIGNATURES

      In accordance  with the  requirements  of the  Securities  Exchange Act of
1934,  the  registrant  caused  this  report to be  signed on its  behalf by the
undersigned, thereunto duly authorized.

                       FLANIGAN'S ENTERPRISES, INC.

Date: May 12, 2008     /s/ James G. Flanigan
                       ---------------------------------------------------------
                       JAMES G. FLANIGAN, Chief Executive Officer and President

                       /s/ Jeffrey D. Kastner
                       ---------------------------------------------------------
                       JEFFREY D. KASTNER, Chief Financial Officer and Secretary
                       (Principal Financial and Accounting Officer)

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