SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. _____2_____)*
SHELLS SEAFOOD RESTAURANTS, INC.
(Name of Issuer)
COMMON STOCK, $0.01 PAR VALUE
(Title of Class of Securities)
822809 10 9
(CUSIP Number)
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
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CUSIP No. 822809 10 9
1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (Entities Only)
Mr. William E. Hattaway
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5 SOLE VOTING POWER
NUMBER OF
SHARES 459,579 shares
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 0 shares
PERSON
WITH
7 SOLE DISPOSITIVE POWER
459,579 shares
8 SHARED DISPOSITIVE POWER
0 shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
459,579 shares
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.2%
12 TYPE OF REPORTING PERSON
IN
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Item 1(a) NAME OF ISSUER:
Shells Seafood Restaurants, Inc. (the "Company")
Item 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
16313 North Dale Mabry Highway
Suite 100
Tampa, Florida 33618
Item 2(a) NAME OF PERSON FILING:
See Item 1 of the cover page attached hereto
Item 2(b) Address of Principal Business Office, or if none,
Residence:
16313 North Dale Mabry Highway
Suite 100
Tampa, Florida 33618
Item 2(c) CITIZENSHIP:
See Item 4 of the cover page attached hereto
Item 2(d) TITLE OF CLASS OF SECURITIES:
Common Stock, par value $.01 (the "Common Stock")
Item 2(e) CUSIP NUMBER:
822809 10 9
Item 3 Not Applicable
Item 4 OWNERSHIP:
The following information with respect to ownership
of Common Stock of the Company by the person filing
this Statement is provided as of December 31, 1998,
the last day of the year covered by this Statement.
(a) Amount Beneficially Owned:
See Item 9 of the cover page attached hereto which
includes: (i) 416,923 shares of Common Stock owned
directly by the Reporting Person; and (ii) options to
purchase 42,656 shares of Common Stock at an exercise
price of $5.00 per share which
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are presently exercisable at any time up to and
including April 29, 2001. Does not include an
aggregate of 21,328 shares of Common Stock issuable
upon the exercise of options which are not
exercisable within 60 days of December 31, 1998.
(b) Percent of Class:
See Item 11 of the cover page attached hereto
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
See Row 5 of the cover page attached hereto
which includes:
(i) 416,923 shares of Common Stock
owned directly by the Reporting
Person; and
(ii) options to purchase 42,656 shares
of Common Stock at an exercise
price of $5.00 per share which are
presently exercisable at any
time up to and including April
29, 2001. Does not include an
aggregate of 21,328 shares of
Common Stock issuable upon the
exercise of options which are not
exercisable within 60 days of
December 31, 1998.
(ii) shared power to vote or to direct the vote:
See Row 6 of the cover page
(iii)sole power to dispose or to direct the
disposition of:
See Row 7 of the cover page attached hereto which includes:
(i) 416,923 shares of Common Stock owned
directly by the Reporting Person; and
(ii) options to purchase 42,656 shares of Common
Stock at an exercise price of $5.00 per
share which are presently exercisable at
any time up to and including April 29,
2001. Does not include an aggregate of
21,328 shares of Common Stock issuable
upon the exercise of options which are
not exercisable within 60 days of December
31, 1998.
(iv) shared power to dispose or direct
the disposition of:
See Row 8 of the cover page
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Item 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
Not Applicable
Item 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF
ANOTHER PERSON:
Not Applicable
Item 7 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY
WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE
PARENT HOLDING COMPANY:
Not Applicable
Item 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE
GROUP:
Not Applicable
Item 9 NOTICE OF DISSOLUTION OF GROUP:
Not Applicable
Item 10 CERTIFICATION:
Not Applicable
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
February 16, 1999
By: /s/ WILLIAM E. HATTAWAY
William E. Hattaway
President
555160.1
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