<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
------------------------------------
SCHEDULE 13D (AMENDMENT NO. 5)
Under the Securities Exchange Act of 1934
Family Steak Houses of Florida, Inc..
------------------------------------
(Name of Issuer)
Common Stock, Par Value $.01 Per Share
------------------------------------
(Title of Class of Securities)
CUSIP Number: 307059105
Glen F. Ceiley
Bisco Industries, Inc.
704 W. Southern Ave.
Orange, CA 92865
(714) 283-7140
------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
November 4, 1997
------------------------------------
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule
13G to report the acquisition which is subject of this Schedule 13D,
and is filing this statement because of Rule 13d-1(b)(3) or (4),
check the following box: ( )
Page 1 of 11 Pages
<PAGE>
SCHEDULE 13D
CUSIP No. 307059105
1. Name of Reporting Person
Mr. Glen F. Ceiley
2. Check the Appropriate Box if a Member of a group (a) (X)
(b) ( )
3. SEC Use Only
4. Source of Funds
PF
5. Check Box if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e) ( )
6. Citizenship or Place of Organization
U.S.A.
Number of 7. Sole Voting Power
Shares
Beneficially 85,470 shares of Common Stock
Owned By
Each 8. Shared Voting Power
Reporting
Person 1,115,025 shares of Common Stock (See Item 5)
With
9. Sole Dispositive Power
85,470 shares of Common Stock
10. Shared Dispositive Power
1,115,025 shares of Common Stock (See Item 5)
11. Aggregate Amount Beneficially Owned by Each Reporting Person
1,200,495 shares of Common Stock (See Item 5)
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares ( )
13. Percent of Class Represented by Amount in Row (11)
10.9%
14. Type of Reporting Person
IN
Page 2 of 11 Pages
<PAGE>
SCHEDULE 13D
CUSIP No. 307059105
1. Name of Reporting Person
Bisco Industries, Inc.
2. Check the Appropriate Box if a Member of a Group (a) (X)
(b) ( )
3. SEC Use Only
4. Source of Funds
WC
5. Check Box if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e) ( )
6. Citizenship or Place of Organization
Illinois
Number of 7. Sole Voting Power
Shares
Beneficially 596,835 shares of Common Stock (See Item 5)
Owned By
Each
Reporting 8. Shared Voting Power
Person
With 0
9. Sole Dispositive Power
596,835 shares of Common Stock (See Item 5)
10. Shared Dispositive Power
0
11. Aggregate Amount Beneficially Owned by Each Reporting Person
596,835 shares of Common Stock (See Item 5)
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares ( )
13. Percent of Class Represented by Amount in Row (11)
5.4%
14. Type of Reporting Person
CO
Page 3 of 11 Pages
<PAGE>
SCHEDULE 13D
CUSIP No. 307059105
1. Name of Reporting Person
Bisco Industries, Inc. Profit Sharing and Savings Plan
2. Check the Appropriate Box if a Member of a Group (a) (X)
(b) ( )
3. SEC Use Only
4. Source of Funds
00
5. Check Box if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e) ( )
6. Citizenship or Place of Organization
U.S.A.
Number of 7. Sole Voting Power
Shares
Beneficially 518,190 shares of Common Stock (See Item 5)
Owned By
Each
Reporting 8. Shared Voting Power
Person
With 0
9. Sole Dispositive Power
518,190 shares of Common Stock (See Item 5)
10. Shared Dispositive Power
0
11. Aggregate Amount Beneficially Owned by Each Reporting Person
518,190 shares of Common Stock (See Item 5).
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares ( )
13. Percent of Class Represented by Amount in Row (11)
4.7%
14. Type of Reporting Person
EP
Page 4 of 11 Pages
<PAGE>
Item 1. Security and Issuer
-------------------
This Amendment No. 5 to Schedule 13D constitutes an amendment to the
Schedule 13D filed with the Securities and Exchange Commission on December 26,
1996 by Glen F. Ceiley ("Ceiley"), Bisco Industries, Inc. ("Bisco") and the
Bisco Industries, Inc. Profit Sharing Plan (the "Plan") (collectively, the
"Reporting Persons"), with respect to shares of common stock, $.01 par value per
share (the "Shares"), of Family Steak Houses of Florida, Inc., a Florida
corporation (the "Issuer") (the Schedule 13D, as previously amended, is referred
to herein as the "Schedule"). Except as set forth herein, there has been no
material change in the information set forth in the Schedule.
Item 3. Source and Amount of Funds or Other Consideration
-------------------------------------------------
Item 3 of the Schedule is amended as follows:
Mr. Ceiley purchased directly 85,470 Shares for a total consideration
of $58,057.98 from his personal funds. Bisco purchased 596,835 shares for a
total consideration of $469,606.43. Bisco paid for such Shares from its working
capital, including funds made available in the ordinary course of business under
its working capital credit facility. The Plan purchased 518,190 shares for a
total consideration of $294,608.89 using funds held in the Plan for investment
purposes.
Page 5 of 11 Pages
<PAGE>
Item 4. Purpose of Transaction
----------------------
Item 4 of the Schedule is amended as follows:
Not Applicable
Page 6 of 11 Pages
<PAGE>
Item 5. Interest in Securities of the Issuer
------------------------------------
Item 5 of the Schedule is amended as follows:
(a) As of the close of business on November 6, 1997, the Reporting
Persons owned in the aggregate, 1,200,495 Shares, which represent approximately
10.9% of the 11,031,000 Shares outstanding as of August 5, 1997 as reported in
the Issuer's Quarterly Report on Form 10-Q for the quarter ended July 2, 1997.
In accordance with Rule 13d-5(b)(1) of the General Rules and regulations under
the Securities Exchange Act of 1934, as amended, each of Mr. Ceiley,
individually and as Trustee of the Plan, the Plan and Bisco may be deemed to
have acted as a group and such group may be deemed to have acquired beneficial
ownership of Shares beneficially owned by any of such persons.
As of the close of business on November 6, 1997, Mr. Ceiley
beneficially owned an aggregate of 1,200,495 Shares, of which 85,470 Shares were
owned by Mr. Ceiley individually, 596,835 Shares were owned by Bisco, of which
Mr. Ceiley is the sole stockholder and President, and 518,190 Shares were held
by Mr. Ceiley as sole Trustee of the Plan.
(b) Mr. Ceiley has the sole power to vote and dispose of the Shares
which he owns individually and the power to vote and to dispose of the Shares
owned by the Plan and Bisco.
(c) Since July 23, 1997, the last day on which a transaction in the
Shares by the Reporting Persons was reported on the Schedule 13D, The reporting
persons purchased and sold Shares in the manner, in the amounts, on the dates
and at the prices set forth on Schedule 1 attached hereto and incorporated
herein by reference.
(d) Not applicable
(e) Not applicable
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
---------------------------------------------------------------------
to Securities of the Issuer.
---------------------------
Not Applicable
Item 7. Material to be Filed as Exhibits
--------------------------------
Not Applicable
Page 7 of 11 Pages
<PAGE>
SIGNATURE
---------
After reasonable inquiry and to the best of its knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
Dated: November 6, 1997
Glen F. Ceiley
--------------------------
Name: Glen F. Ceiley
Page 8 of 11 pages
<PAGE>
SIGNATURE
---------
After reasonable inquiry and to the best of its knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
Dated: November 6, 1997
Bisco Industries, Inc.
Glen F. Ceiley
---------------------------------
Name: Glen F. Ceiley
Title: President
Page 9 of 11 pages
<PAGE>
SIGNATURE
---------
After reasonable inquiry and to the best of its knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
Dated: November 6, 1997
Bisco Industries, Inc.
Profit Sharing And Savings Plan
Glen F. Ceiley
_______________________________
Name: Glen F. Ceiley
Title: Trustee
Page 10 of 11 Pages
<PAGE>
SCHEDULE 1
The Reporting Persons have engaged in the following transactions in Shares since
July 23, 1997, the last day on which a transaction in the Shares by the
Reporting Persons was reported on the Schedule 13D.
<TABLE>
<CAPTION>
Transaction Number of Price
Date Shares Per Share* Purchaser
- ----------- ----------- ----------- -----------
<S> <C> <C> <C>
10-3-97 4,500 $.625 Mr. Ceiley
10-8-97 12,000 .6562 Bisco
10-14-97 3,285 .671875 Bisco
10-14-97 2,500 .6562 Bisco
10-15-97 20,000 .6875 Bisco
10-16-97 7,750 .6875 Bisco
10-16-97 5,000 .6562 Bisco
10-17-97 6,500 .6875 Bisco
10-20-97 3,000 .703125 Bisco
10-20-97 (10,000) .71875 Mr. Ceiley
10-20-97 3,000 .6875 Bisco
10-21-97 5,700 .703125 Bisco
10-22-97 11,300 .703125 Bisco
10-22-97 6,500 .6875 Bisco
10-27-97 9,644 .6875 Bisco
10-28-97 5,856 .6875 Bisco
11-3-97 700 .6923 Bisco
11-4-97 15,000 .71875 Bisco
11-4-97 12,000 .703125 Bisco
11-6-97 10,000 .71875 Bisco
</TABLE>
* Excluding commissions
Page 11 of 11 pages
