Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  LION FUND, L.P.
2. Date of Event Requiring Statement (Month/Day/Year)
12/20/2007
3. Issuer Name and Ticker or Trading Symbol
STEAK & SHAKE CO [SNS]
(Last)
(First)
(Middle)
9311 SAN PEDRO AVENUE, SUITE 1440, 
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
See Footnote 2
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SAN ANTONIO, TX 78216
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock, par value $.50 929,200
D (1) (2)
 
Common Stock, par value $.50 6,300
I (1) (2)
By Philip L. Cooley (3)
Common Stock, par value $.50 1,340,445
I (1) (2)
By Western Acquisitions L.P.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Call Options (Right to Buy) 07/25/2007 12/22/2007 Common Stock, par value $.50 20,000 $ 15 D (1) (2)  
Call Options (Right to Buy) 07/06/2007 12/22/2007 Common Stock, par value $.50 4,000 $ 15 I (1) (2) By Western Sizzlin Corp.
Call Options (Right to Buy) 07/11/2007 12/22/2007 Common Stock, par value $.50 50,000 $ 15 I (1) (2) By Western Sizzlin Corp.
Call Options (Right to Buy) 07/11/2007 12/22/2007 Common Stock, par value $.50 5,000 $ 12.5 I (1) (2) By Western Sizzlin Corp.
Call Options (Right to Buy) 07/12/2007 12/22/2007 Common Stock, par value $.50 11,000 $ 15 I (1) (2) By Western Sizzlin Corp.
Call Options (Right to Buy) 07/12/2007 12/22/2007 Common Stock, par value $.50 1,000 $ 12.5 I (1) (2) By Western Sizzlin Corp.
Call Options (Right to Buy) 07/13/2007 12/22/2007 Common Stock, par value $.50 10,000 $ 15 I (1) (2) By Western Sizzlin Corp.
Call Options (Right to Buy) 07/16/2007 12/22/2007 Common Stock, par value $.50 50,000 $ 15 I (1) (2) By Western Sizzlin Corp.
Call Options (Right to Buy) 07/17/2007 12/22/2007 Common Stock, par value $.50 10,000 $ 15 I (1) (2) By Western Sizzlin Corp.
Call Options (Right to Buy) 07/19/2007 12/22/2007 Common Stock, par value $.50 46,100 $ 15 I (1) (2) By Western Sizzlin Corp.
Call Options (Right to Buy) 07/19/2007 12/22/2007 Common Stock, par value $.50 1,000 $ 12.5 I (1) (2) By Western Sizzlin Corp.
Call Options (Right to Buy) 07/20/2007 12/22/2007 Common Stock, par value $.50 1,000 $ 12.5 I (1) (2) By Western Sizzlin Corp.
Call Options (Right to Buy) 07/24/2007 12/22/2007 Common Stock, par value $.50 100,000 $ 15 I (1) (2) By Western Sizzlin Corp.
Call Options (Right to Buy) 07/24/2007 12/22/2007 Common Stock, par value $.50 20,000 $ 12.5 I (1) (2) By Western Sizzlin Corp.
Call Options (Right to Buy) 07/10/2007 12/22/2007 Common Stock, par value $.50 190,000 $ 15 I (1) (2) By Western Sizzlin Corp.
Call Options (Right to Buy) 07/25/2007 12/22/2007 Common Stock, par value $.50 50,000 $ 15 I (1) (2) By Western Sizzlin Corp.
Call Options (Right to Buy) 07/31/2007 12/22/2007 Common Stock, par value $.50 5,000 $ 15 I (1) (2) By Western Sizzlin Corp.
Call Options (Right to Buy) 07/31/2007 12/22/2007 Common Stock, par value $.50 6,000 $ 12.5 I (1) (2) By Western Sizzlin Corp.
Call Options (Right to Buy) 07/18/2007 12/22/2007 Common Stock, par value $.50 1,000 $ 15 I (1) (2) By Western Sizzlin Corp.

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
LION FUND, L.P.
9311 SAN PEDRO AVENUE, SUITE 1440
SAN ANTONIO, TX 78216
    X   See Footnote 2
BIGLARI CAPITAL CORP.
C/O THE LION FUND L.P.
9311 SAN PEDRO AVENUE, SUITE 1440
SAN ANTONIO, TX 78216
    X   See Footnote 2
BIGLARI, SARDAR
C/O THE LION FUND L.P.
9311 SAN PEDRO AVENUE, SUITE 1440
SAN ANTONIO, TX 78216
    X   See Footnote 2
WESTERN SIZZLIN CORP
416 SOUTH JEFFERSON STREET, SUITE 600
ROANOKE, VA 24011
    X   See Footnote 2
Western Acquisitions L.P.
416 SOUTH JEFFERSON STREET, SUITE 600
ROANOKE, VA 24011
    X   See Footnote 2
Western Investments Inc.
416 SOUTH JEFFERSON STREET, SUITE 600
ROANOKE, VA 24011
    X   See Footnote 2
COOLEY PHILIP L
C/O TRINITY UNIVERSITY
ONE TRINITY PLACE
SAN ANTONIO, TX 78212
    X   See Footnote 2

Signatures

By: The Lion Fund L.P., By: Biglari Capital Corp., General Partner, By: Sardar Biglari, Chief Executive Officer 12/31/2007
**Signature of Reporting Person Date

By: By: Sardar Biglari, Chief Executive Officer 12/31/2007
**Signature of Reporting Person Date

/s/ Biglari, Sardar 12/31/2007
**Signature of Reporting Person Date

By: By: Sardar Biglari, Chief Executive Officer 12/31/2007
**Signature of Reporting Person Date

/s/ Western Acquisitions L.P., 12/31/2007
**Signature of Reporting Person Date

By: Sardar Biglari, Chief Executive Officer 12/31/2007
**Signature of Reporting Person Date

By: By: Sardar Biglari, Attorney In Fact 12/31/2007
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer reported in this Form 3 by virtue of being a member of a Section 13(d) group with respect to the securities of the Issuer. Each of the Reporting Persons disclaims beneficial ownership of the securities reported in this Form 3 except to the extent of his or its pecuniary interest therein.
(2) On December 20, 2007, the aggregate beneficial ownership by the Reporting Persons of shares of common stock of the Issuer exceeded 10% of the outstanding shares. As a result of the expiration on December 22, 2007 of American-style call options owned by certain of the Reporting Persons, the aggregate beneficial ownership by the Reporting Persons of the shares is now less than 10% of the outstanding shares. Accordingly, the Reporting Persons are no longer subject to Section 16 of the Securities Exchange Act of 1934, as amended.
(3) Includes 2,000 shares held directly by Philip Cooley's spouse.

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