<DOCUMENT>
<TYPE>10-Q
<SEQUENCE>1
<FILENAME>form10q-70332_flanigan.txt
<TEXT>

                                    FORM 10-Q

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

                        For the period ended July 2, 2005

                                       or

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

For the transition period from ________ to _________

Commission File Number I-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 No.)

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

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

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 and (2) has been the subject to such filing
requirements for the past 90 days.

Yes |X| No |_|

Indicate the number of shares outstanding of each of the issuers classes of
Common Stock as of the latest practicable date 1,882,547 as of August 16, 2005.


                                       1
<PAGE>

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

                               INDEX TO FORM 10-Q
                               ------------------

                                  July 2, 2005
                                  ------------

                          PART I. FINANCIAL INFORMATION
                                  ---------------------

Item 1. UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Consolidated Statements of Income -- For the Thirteen and Thirty Nine Weeks
ended July 2, 2005 and June 26, 2004 (Unaudited)

Consolidated Balance Sheets -- As of July 2, 2005 (Unaudited) and October 2,
2004.

Consolidated Statements of Cash Flows -For the Thirty Nine Weeks ended July 2,
2005 and June 26, 2004.

Notes to Consolidated Financial Statements (Unaudited)

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

Item 3. QUANTATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Item 4. CONTROLS AND PROCEDURES

                    PART II. OTHER INFORMATION AND SIGNATURES
                             --------------------------------

Item 1. Legal Proceedings

Item 2. Change in Securities

Item 3. Default upon Senior Securities

Item 4. Submission of Matters to a Vote of Security Holders

Item 5. Other Information

Item 6. Exhibits and Reports on Form 8K

Signatures

Exhibit  - 31.1

Exhibit -  31.2

Exhibit -  32.1

Exhibit -  32.2


                                       2
<PAGE>

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

<TABLE>
<CAPTION>
                                                Thirteen  Weeks            Thirty Nine Weeks
                                                     Ended                       Ended

                                              July 2       June 26        July 2       June 26
                                               2005          2004          2005          2004
                                             --------      --------      --------      --------
<S>                                          <C>           <C>           <C>           <C>
REVENUES:
   Restaurant food sales                     $  7,550      $  6,975      $ 21,499      $ 20,210
   Restaurant bar sales                         1,641         1,541         4,928         4,727
   Package good sales                           2,718         2,499         9,127         8,257
   Franchise related revenues                     242           230           754           753
   Owner's fee                                    123            37           198           129
   Other operating income                          68            53           110            96
                                             --------      --------      --------      --------
                                               12,342        11,335        36,616        34,172
                                             --------      --------      --------      --------

COSTS AND EXPENSES:
   Cost of merchandise sold:
      Restaurant and lounges                    3,207         3,167         9,303         8,862
      Package goods                             1,945         1,810         6,549         6,000
   Payroll and related costs                    3,394         3,018         9,853         9,292
   Occupancy costs                                716           725         2,081         2,028
   Selling, general and
   administrative expenses                      2,364         2,478         7,177         7,119
                                             --------      --------      --------      --------
                                               11,626        11,198        34,963        33,301
                                             --------      --------      --------      --------

Income from operations                            716           137         1,653           871
                                             --------      --------      --------      --------

OTHER INCOME (EXPENSE):
Interest expense                                  (28)          (30)          (86)          (91)
Minority interest in earnings of
consolidated joint ventures                        (2)         (145)         (212)         (244)
Interest  income                                   12             7            53            38
Other                                             (32)           40            14            62
                                             --------      --------      --------      --------
                                                  (50)         (128)         (231)         (235)
                                             --------      --------      --------      --------

Income before Provision for Income Taxes          666             9         1,422           636

Provision for Income Taxes                        167             2           356           146
                                             --------      --------      --------      --------

Net Income                                   $    499      $      7      $  1,066      $    490
                                             ========      ========      ========      ========
</TABLE>


                                       3
<PAGE>

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

                                   (Continued)

<TABLE>
<CAPTION>
                                                Thirteen  Weeks              Thirty Nine Weeks
                                                     Ended                         Ended

                                             July 2        June 26         July 2        June 26
                                              2005           2004           2005           2004
                                           ----------     ----------     ----------     ----------
<S>                                        <C>            <C>            <C>            <C>
Net Income Per Common Share:
   Basic                                   $     0.26     $     0.00     $     0.56     $     0.25
                                           ==========     ==========     ==========     ==========
   Diluted                                 $     0.26     $     0.00     $     0.55     $     0.25
                                           ==========     ==========     ==========     ==========

Weighted Average Shares and Equivalent
   Shares Outstanding
      Basic                                 1,884,547      1,925,526      1,901,615      1,926,630
                                           ==========     ==========     ==========     ==========
      Diluted                               1,911,980      1,957,729      1,925,299      1,959,286
                                           ==========     ==========     ==========     ==========
</TABLE>

See accompanying notes to unaudited condensed consolidated financial statements.


                                       4
<PAGE>

                  FLANIGAN'S ENTERPRISES, INC. AND SUBSIDIARIES

                      CONDENSED CONSOLIDATED BALANCE SHEETS

                  JULY 2, 2005 (UNAUDITED) AND OCTOBER 2, 2004
                                 (In Thousands)

                                     ASSETS

                                                          JULY 2      OCTOBER 2
                                                           2005          2004
                                                         -------      ---------
Current Assets:

Cash and cash equivalents                                $ 2,940       $ 2,936
Marketable securities                                        340           328
Notes and mortgages receivables,
   current maturities, net                                    16            25
Other receivables                                            509           271
Inventories                                                2,173         1,650
Prepaid expenses                                             517           565
Deferred tax asset                                           114           114
                                                         -------       -------
      Total Current Assets                                 6,609         5,889
                                                         -------       -------

Property and Equipment                                    12,730        12,091
                                                         -------       -------

Investments in Joint Ventures                                100           124
                                                         -------       -------
Other Assets:

Liquor licenses, net                                         347           347
Notes and mortgages receivable, net                          118           128
Deferred tax asset                                           368           368
Other                                                        830           827
                                                         -------       -------
      Total Other Assets                                   1,663         1,670
                                                         -------       -------
      Total Assets                                       $21,102       $19,774
                                                         =======       =======


                                       5
<PAGE>

                  FLANIGAN'S ENTERPRISES, INC, AND SUBSIDIARIES

                      CONDENSED CONSOLIDATED BALANCE SHEETS

                  JULY 2, 2005 (UNAUDITED) AND OCTOBER 2, 2004

                      LIABILITIES AND STOCKHOLDERS' EQUITY
                                 (In Thousands)

                                                         JULY 2       OCTOBER 2,
                                                          2005           2004
                                                        --------      ----------

Current Liabilities:

   Accounts payable and accrued expenses                $  3,064       $  2,824
   Due to franchisees                                        878            767
   Current portion of long term debt                         139             97
   Deferred  revenues                                         57             70
                                                        --------       --------
      Total Current Liabilities                            4,138          3,758
                                                        --------       --------

Long Term Debt, Net of Current Maturities                  1,226          1,217
                                                        --------       --------
Minority Interest in Equity of
 Consolidated Joint Ventures                               5,501          4,698
                                                        --------       --------

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                          6,148          6,147
   Retained earnings                                       9,431          8,974
   Accumulated other comprehensive income                     37             25
   Treasury stock, at cost, 2,321,287 shares
      at July 2, 2005 and 2,280,817
      shares at October 2, 2004                           (5,799)        (5,465)
                                                        --------       --------
      Total Stockholders' Equity                          10,237         10,101
                                                        --------       --------
      Total Liabilities and Stockholders' Equity        $ 21,102       $ 19,774
                                                        ========       ========

See accompanying notes to unaudited condensed consolidated financial statements.


                                       6
<PAGE>

                  FLANIGAN'S ENTERPRISES, INC. AND SUBSIDIARIES

            UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

         FOR THE THIRTY NINE WEEKS ENDED JULY 2, 2005 AND JUNE 26, 2004
                                 (In Thousands)

<TABLE>
<CAPTION>
                                                                JULY 2       JUNE 26
                                                                 2005          2004
                                                               -------       -------
<S>                                                            <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES:

Net income                                                     $ 1,066       $   490
Adjustments to reconcile net income
   to net cash provided by operating
   activities:
   Depreciation and amortization                                 1,030         1,059
   Minority interest in earnings of
      consolidated joint ventures                                  212           244
   Recognition of deferred revenue                                 (13)            2

   Changes in operating assets
      and liabilities:
   (Increase) decrease in:
         Due from franchises                                        --           143
         Other receivables                                        (238)          166
         Inventories                                              (523)         (408)
         Prepaid expenses                                           48           (82)
         Refundable deposit, major supplier                         --            77
         Other assets                                               (3)            5
   Increase (decrease) in:
         Accounts payable and accrued expenses                     240         1,086
         Due  to franchises                                        111            42
                                                               -------       -------
         Net cash provided by operating activities               1,930         2,824
                                                               -------       -------

Cash flows from Investing Activities:

         Collection on notes and mortgages receivable               19            15
         Purchase of property and equipment                     (1,669)       (1,567)
         Proceeds from certificate of deposit redemption            --           354
         Investment in marketable securities                        --          (172)
         Distributions from unconsolidated joint ventures           24            --
                                                               -------       -------
            Net cash used in investing activities               (1,626)       (1,370)
                                                               -------       -------
</TABLE>


                                       7
<PAGE>

                  FLANIGAN'S ENTERPRISES, INC. AND SUBSIDIARIES

            UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

         FOR THE THIRTY NINE WEEKS ENDED JULY 2, 2005 AND JUNE 26, 2004
                                 (In Thousands)

                                                         JULY 2        JUNE 26
                                                          2005          2004
                                                         -------       -------
Cash flows from Financing Activities:
   Payment of long term debt                                (262)         (236)
   Proceeds from long term debt                              313            --
   Dividends paid                                           (609)         (581)
   Purchase of treasury stock                               (334)         (123)
   Distributions to joint ventures
      minority partners                                     (774)         (770)
   Proceeds from joint venture interests                   1,365         1,325
   Proceeds from exercise of stock options                     1            --
                                                         -------       -------
Net cash provided by (used in) financing activities         (300)         (385)
                                                         -------       -------

Net Increase In Cash and Cash Equivalents                      4         1,069
Cash and Cash Equivalents,
   Beginning of Period                                     2,936         1,587
                                                         -------       -------
Cash and Cash Equivalents
   End of Period                                         $ 2,940       $ 2,656
                                                         =======       =======

Supplemental Disclosure for Cash Flow Information:
   Cash paid during period for:
         Interest                                        $    84            91
                                                         =======       =======
         Income taxes                                    $   222       $   186
                                                         =======       =======

See accompanying notes to unaudited condensed consolidated financial statements


                                       8
<PAGE>

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

                                  JULY 2, 2005

(1) BASIS OF PRESENTATION:

The financial  information for the periods ended July 2, 2005, and June 26, 2004
are unaudited. Financial information as of October 2, 2004 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
October 2, 2004.  Operating  results  for interim  periods  are not  necessarily
indicative of results to be expected for a full year.

(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 4 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 2004 financial  statements have been  reclassified
to conform to the fiscal 2005 presentation.

(4) RECENT ACCOUNTING PRONOUNCEMENTS:

In December 2004, the Financial  Accounting Standards Boards ("FASB") issued its
final standard on accounting for share-based  payments  ("SBP"),  FASB Statement
No. 123R (revised 2004),  Share-Based  Payment. The Statement requires companies
to expense the value of employee  stock  options and similar  awards.  Under FAS
123R,  SBP awards  result in a cost that will be  measured  at fair value on the
awards' grant date, based on the estimated number of awards that are expected to
vest. Compensation cost for awards that vest would not be reversed if the awards
expire  without  being  exercised.  The effective  date for public  companies is
interim and annual periods  beginning  after January 1, 2006, and applies to all
awards granted after the effective date and to all  outstanding and unvested SBP
awards  at a  company's  adoption.  Management  does not  anticipate  that  this
Statement will have a significant impact on the Company's consolidated financial
statements.


                                       9
<PAGE>

(5) INVESTMENT IN JOINT VENTURES:

Pinecrest, Florida

During the third quarter of fiscal year 2003, the Company, as general partner of
the  limited  partnership,  entered  into a Sale of Business  Agreement  for the
purchase of an existing  restaurant in  Pinecrest,  Florida,  which  transaction
closed  during the first  quarter of fiscal  year 2004.  The  purchase  price of
approximately  $340,000  related to the  acquisition of a below market lease and
will therefore be recognized as additional lease expense over the remaining life
of the lease once operation of the restaurant commences.  As of July 2, 2005 the
$340,000 is included in the  accompanying  balance  sheet in other  assets.  The
Company agreed to  unconditionally  guaranty the lease for the business premises
in order to procure the consent of the landlord to the  assignment of the lease.
During the second  quarter of fiscal year 2004 and after  removing  the interior
finishes in  anticipation of completing its building plans for the renovation of
business   premises,   the  Company  found  numerous,   substantial   structural
deficiencies which must be rectified prior to any renovations being made.

During the third quarter of fiscal year 2004, the Company, as general partner of
the limited  partnership,  and the landlord  agreed upon the structural  repairs
required, as set forth by the landlord's  engineering firm, and to equally share
the cost thereof in order to minimize  further  delay to the  renovation  of the
business  premises.  During fourth  quarter of fiscal year 2004,  the structural
repairs were made by the  landlord's  contractor.  Upon  submitting its building
plans to Pinecrest,  Florida for review and the issuance of building plans,  the
Company  was  advised  that there  were  structural  problems  that had not been
addressed and other  structural  problems that were not adequately  repaired and
that its building plans would not be reviewed until the structural problems were
rectified.  The  Company,  as general  partner of the  limited  partnership,  is
proceeding with the necessary structural repairs,  while preserving its right to
pursue a claim  against the  landlord  for its  contribution  to any  additional
structural  repairs and  reimbursement  of rent paid while the processing of its
building plans is delayed.  Subsequent to the end of the third fiscal quarter of
fiscal year 2005,  building  permits were issued to the limited  partnership  to
make the structural repairs, which structural repairs should be completed during
the first  quarter  of  fiscal  year  2006.  After the  structural  repairs  are
completed,  the  limited  partnership's  building  plans  will be  processed  by
Pinecrest,  Florida,  building  permits issued and the  renovations  made to the
business premises.  The limited partnership still intends to raise funds through
a private  offering to renovate the restaurant  once the  renovation  costs have
been  determined.  At the end of the third  quarter  of fiscal  year  2005,  the
Company had advanced  $1,075,690  to the limited  partnership,  the use of which
included, but was not limited to, funds to close on the purchase of the existing
business,  architectural and engineering fees and its contribution to structural
repairs made to date. The Company continues to act as a general partner and will
also  be  the  owner  of  up to  thirty  three  and  one-third  percent  limited
partnership  interest.  It is anticipated that the renovated  restaurant will be
open for business during the second quarter of fiscal year 2006.


                                       10
<PAGE>

Wellington, Florida

During the fourth quarter of fiscal 2004, a limited  partnership was formed with
the Company as general partner,  which limited  partnership entered into a lease
agreement to own and operate a restaurant  in  Wellington,  Florida.  During the
first quarter of fiscal year 2005, the limited partnership completed its private
offering,  raising the sum of $1,850,000  to renovate the business  premises for
operation  as a  "Flanigan's  Seafood  Bar and Grill"  restaurant.  The  Company
continues  to act as  general  partner  and is also the  owner  of a twenty  six
percent limited partnership  interest,  as are other related parties,  including
but not limited to officers and directors of the Company and their families. The
renovated restaurant opened for business on May 27, 2005.

(6) INVESTMENTS:

Investments  in equity  securities  that have  readily  determinable  values are
classified   and   accounted  for  as   available-for-sale.   Available-for-sale
securities are carried at fair value with  unrealized  gains and losses recorded
as a separate  component of accumulated  other  comprehensive  income.  Realized
gains and losses are calculated based on the specific  identification method and
recorded in "other  income" on the income  statement.  At July 2,  2005,the fair
value was  $340,000,  which  exceeded  a cost of  $303,000  and  resulted  in an
unrealized gain of $37,000.

(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.  The  deferred  tax asset was
$482,000 as of July 2, 2005 and as of October 2, 2004.

(8) COMMITMENTS AND CONTINGENCIES:

                                   Guarantees

The Company guarantees various leases for franchisees,  limited partnerships and
locations sold in prior years. Remaining rental commitments required under these
leases  are  approximately  $2,255,000.  In the event of a default  under any of
these agreements,  the Company 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

The Company is a party to various litigation matters incidental to its business.
Certain claims,  suits and complaints arising in the ordinary course of business
have been filed or are pending against the Company.


                                       11
<PAGE>

Certain states have "liquor  liability"  laws which allow a person injured by an
"intoxicated person" to bring a civil suit against the business (or social host)
who served intoxicating  liquors to an already "obviously  intoxicated  person",
know as "dram  shop"  claims.  Florida  has  restricted  its dram shop claims by
statute,  permitting  persons  injured by an "obviously  intoxicated  person" to
bring  court  action  only  against  the  business  which had  served  alcoholic
beverages  to a minor or to an  individual  known to be  habitually  addicted to
alcohol. The Company is generally  self-insured for liability claims, with major
losses partially covered by third-party  insurance carriers.  The extent of this
coverage  varies by year. The Company  currently has no dram shop cases pending.
For further  discussion see the section  headed Legal  Proceedings on page 16 of
the  Company's  Annual  Report on Form 10-K for the fiscal year ended October 2,
2004. The Company  accrues for potential  uninsured  losses based upon estimates
received from legal counsel and its historical experience, when uninsured claims
are  pending.  Such  accrual is  included in the  "Accounts  payable and accrued
expenses". See Note 6 in the Company's Annual Report on Form 10-K for the fiscal
year ended October 2, 2004.

(9) BUSINESS SEGMENTS

The Company  operates  principally  in two segments - retail  package stores and
restaurants. The operation of package stores consists of retail liquor sales.

Information  concerning  the revenues and operating  income for the thirteen and
thirty nine weeks ended July 2, 2005 and June 26, 2004, and identifiable  assets
for the two segments in which the Company  operates,  are shown in the following
table.  Operating  income is total  revenue  less cost of  merchandise  sold and
operating expenses are shown in the following tables.  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 the
Company's operations in each segment.  Corporate assets are principally cash and
notes and mortgages receivable. The Company does not have any operations outside
of the United States and intersegment transactions are not material.

                                                        Thirteen Weeks Ended
                                                      July 2           June 26
                                                       2005              2004
                                                     --------          --------

Operating Revenues:
      Restaurants                                    $  9,191          $  8,516
      Retail package stores                             2,718             2,499
      Other revenues                                      433               320
                                                     --------          --------
         Total operating revenues                    $ 12,342          $ 11,335
                                                     ========          ========


                                       12
<PAGE>

                                                        Thirteen Weeks Ended
                                                      July 2           June 26
                                                       2005              2004
                                                     --------          --------

Operating Income Reconciled to Income
   before Income Taxes:
      Restaurants                                    $    944          $    611
      Retail package stores                               144               (21)
                                                     --------          --------
                                                        1,088               590
      Corporate expenses, net of other
         revenues                                        (372)             (453)
                                                     --------          --------
      Operating Income                                    716               137
      Other                                               (50)             (128)
                                                     --------          --------
      Income Before Income Taxes                     $    666          $      9
                                                     ========          ========

Depreciation and Amortization:
      Restaurants                                    $    248          $    248
      Retail package stores                                30               250
                                                     --------          --------
                                                          278               498
      Corporate                                            50                61
                                                     --------          --------
Total Depreciation and Amortization                  $    328          $    559
                                                     ========          ========

Capital Expenditures:
      Restaurants                                    $    812          $     74
      Retail package store                                 33               228
                                                     --------          --------
                                                          845               302
      Corporate                                           (57)*             109
                                                     --------          --------
Total Capital Expenditures                           $    788          $    411
                                                     ========          ========

*     includes  ($68,000)  transfers of furniture  and fixtures  from  corporate
      warehouse to retail package stores and/or restaurants.

                                                      Thirty Nine Weeks Ended
                                                      July 2           June 26
                                                       2005              2004
                                                     --------          --------

Operating Revenues
      Restaurants                                    $ 26,427          $ 24,937
      Retail package stores                             9,127             8,257
      Other revenues                                    1,062               978
                                                     --------          --------
         Total operating revenues                    $ 36,616          $ 34,172
                                                     ========          ========

Operating Income Reconciled to Income
   before Income Taxes:
      Restaurants                                    $  2,299          $  2,004
      Retail package stores                               594               173
                                                     --------          --------
                                                        2,893             2,177


                                       13
<PAGE>

                                                      Thirty Nine Weeks Ended
                                                      July 2           June 26
                                                       2005              2004
                                                     --------          --------

      Corporate expenses, net of other
         revenues                                      (1,240)           (1,306)
                                                     --------          --------
      Operating income                                  1,653               871
      Other                                              (231)             (235)
                                                     --------          --------
      Income Before Income Taxes                     $  1,422          $    636
                                                     ========          ========

Depreciation and Amortization:
           Restaurants                               $    796          $    652
           Retail package stores                           93               264
                                                     --------          --------
                                                          889               916
           Corporate                                      140               143
                                                     --------          --------
Total Depreciation and Amortization                  $  1,030          $  1,059
                                                     ========          ========

Capital Expenditures:

      Restaurants                                    $  1,604          $  1,064
      Retail package store                                 94               350
                                                     --------          --------
                                                        1,698             1,414
      Corporate                                           (29)*             153
                                                     --------          --------
Total Capital Expenditures                           $  1,669          $  1,567
                                                     ========          ========

*     includes  ($72,000)  transfers of furniture  and fixtures  from  corporate
      warehouse to retail package stores.

                                                      July 2             Oct 2
                                                       2005               2004
                                                      -------           -------

Identifiable Assets:
      Restaurants                                     $11,296           $10,033
      Retail package store                              2,599             2,505
                                                      -------           -------
                                                       13,895            12,538
      Corporate                                         7,207             7,236
                                                      -------           -------
Consolidated Totals                                   $21,102           $19,774
                                                      =======           =======

Item 2. MANAGEMENTS'  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 Ace of 1933 and Section 21E of the Securities Exchange Act
of 1934. Words such as "anticipates,  appears,  expects, trends, intends, hopes,
plans, believes,  seek, estimates,  may, will," and variations of these words or
similar expressions are intended to identify forward-looking  statements.  These
statements  are


                                       14
<PAGE>

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 October 2,
2004 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.

The Company owns and/or operates full service restaurants, package liquor stores
and an entertainment  oriented club (collectively the "units"). At July 2, 2005,
the Company operated 19 units and had equity interests in seven units which have
been franchised by the Company. The table below sets out the changes, if any, in
the type and number of units being operated.

                                     July 2     Oct. 2     June 26       Note
                                      2005       2004       2004        Number
                                     ------     ------     -------      ------
Types of Units
--------------------------------------------------------------------------------
Company owned:
   Combination package
   and restaurant                       4          4          4
   Restaurant only                      2          2          2
   Package store only                   5          5          5        (1)

Company Managed
Restaurants Only:
      Limited Partnerships              6          5          5        (2)(3)(4)
      Franchise                         1          1          1

Company Owned Club:                     1          1          1
      Total Company
      Owned/Operated Units             19         18         18

Franchised Units                        7          7          7        (5)

Notes:

(1) During  the  second  quarter of fiscal  year  2001,  the  Company  completed
renovations  to its new  corporate  offices and  relocated to the same.  The new
corporate  offices consist of a two (2) story building,  with space set aside on
the ground floor for a package  liquor store.  The Company filed an  application
for its building  permits  during the third quarter of fiscal year 2002,  but is
still  involved  in  litigation  with  the  adjacent  shopping  center  over the
Company's  right  to  non-exclusive   parking  in  the  shopping   center.   The
construction of the package liquor store has been postponed until the litigation
is concluded,  which should occur by the end of calendar year 2005. This package
liquor store is not included in the table of units.


                                       15
<PAGE>

(2)  During the third  quarter of fiscal  year  2003,  the  Company,  as general
partner of the limited  partnership,  entered into a Sale of Business  Agreement
for  the  purchase  of  an  existing  business  in  Pinecrest,   Florida,  which
transaction closed during the first quarter of fiscal year 2004. The Company, as
general  partner  of the  limited  partnership,  is  proceeding  with  necessary
structural  repairs,  while  preserving  its right to pursue a claim against the
landlord  for  its  contribution  to  the  additional   structural  repairs  and
reimbursement  of rent  paid  while  the  processing  of its  building  plans is
delayed.  The structural repairs should be completed during the first quarter of
fiscal year 2006, after which the limited  partnership's  building plans will be
processed by Pinecrest,  Florida,  building  permits issued and the  renovations
made to the business premises.  It is anticipated that the renovated  restaurant
will be open for business  during second  quarter of fiscal year 2006 and is not
included in the table of units.

(3) During the third  quarter of fiscal  year 2003,  a limited  partnership  was
formed with the Company as general partner,  which limited  partnership  entered
into a lease  agreement  to own and operate a restaurant  in a Howard  Johnson's
Hotel in Stuart,  Florida.  During the fourth  quarter of fiscal year 2003,  the
limited  partnership  raised  funds  through a private  offering to renovate the
business  premises  for  operation  as a  "Flanigan's  Seafood  Bar  and  Grill"
restaurant.  The  Company  acts as  general  partner  and owns a twelve  percent
limited partnership interest.  The restaurant opened for business on January 11,
2004.

(4) During the fourth  quarter of fiscal year 2004,  a limited  partnership  was
formed with the Company as general partner,  which limited  partnership  entered
into a lease  agreement to own and operate a restaurant in  Wellington,  Florida
under the  "Flanigan's  Seafood  Bar and  Grill"  servicemark.  During the first
quarter of fiscal year 2005,  the limited  partnership  raised  funds  through a
private  offering  to  renovate  the  business   premises  for  operation  as  a
"Flanigan's  Seafood  Bar and Grill"  restaurant.  The  Company  acts as general
partner  and  owns a  twenty  six  percent  limited  partnership  interest.  The
restaurant opened for business on May 27, 2005.

(5) Since the fourth quarter of 1999, the Company has managed the restaurant for
a franchisee.  The franchised  restaurant is included in the table of units as a
restaurant  operated by the Company and the franchise is also included as a unit
franchised by the Company and in which the Company has an interest.

      Results of Operation
      --------------------

                                                 Thirteen Weeks Ended
                                            July 2,                June 26,
                                              2005                   2004
                                       Amount     Percent     Amount     Percent
                                      -------------------    -------------------
                                        (In Thousands)           (In Thousands)

Restaurant food sales                 $ 7,550      63.40     $ 6,975      63.32
Restaurant bar sales                    1,641      13.78       1,541      13.99
Package goods sales                     2,718      22.82       2,499      22.69
                                      -------     ------     -------     ------

Total sales                           $11,909     100.00     $11,015     100.00

Franchise related revenues                242                    230
Owners fee                                123                     37
Other operating income                     68                     53
                                      -------                -------

Total Revenue                         $12,342                $11,335
                                      =======                =======


                                       16
<PAGE>

                                                Thirty Nine Weeks Ended
                                            July 2,                June 26,
                                              2005                   2004
                                       Amount     Percent     Amount     Percent
                                      -------------------    -------------------
                                        (In Thousands)           (In Thousands)

Restaurant food sales                 $21,499      60.47     $20,210      60.88
Restaurant bar sales                    4,928      13.86       4,727      14.24
Package goods sales                     9,127      25.67       8,257      24.88
                                      -------     ------     -------     ------

Total sales                           $35,554     100.00     $33,194     100.00

Franchise related revenues                754                    753
Owners fee                                198                    129
Other operating income                    110                     96
                                      -------                -------
Total Revenue                         $36,616                $34,172
                                      =======                =======

As the table above illustrates,  total revenues increased by 8.88% and 7.15% for
the thirteen weeks and thirty nine weeks of fiscal year 2005,  respectively,  as
compared to the total  revenues for the thirteen  weeks and thirty nine weeks of
fiscal year 2004.  The increase in total revenue for the thirty nine weeks,  was
primarily due to the  restaurant in Stuart,  Florida and the package goods store
in  Hollywood,  Florida  being  open  for the  entire  thirty  nine  weeks;  the
restaurant in Wellington,  Florida being open for approximately one (1) month of
the third quarter of fiscal year 2005; and increases in menu prices  implemented
during the second and third quarters of fiscal year 2005.  Total revenues should
continue to increase  due to the  operation  of the  restaurant  in  Wellington,
Florida throughout the balance of fiscal year 2005 and menu price increases.

Restaurant  food  sales  represented  63.40%  and  60.47% of total  sales in the
thirteen  weeks and thirty  nine weeks of fiscal  year  2005,  respectively,  as
compared  to 63.32% and 60.88% of total sales in the  thirteen  weeks and thirty
nine weeks of fiscal year 2004  respectively.  The weekly  average of same store
restaurant food sales were $444,072 and $429,189 for the thirty nine weeks ended
July 2, 2005 and June 26, 2004,  respectively,  an increase of 3.5%.  The weekly
average of same store  restaurant  food sales were $457,534 and $429,293 for the
thirteen weeks, ended July 2, 2005 and June 26, 2004, respectively,  an increase
of 6.6%.  The increase in restaurant  food sales for both the thirteen weeks and
the thirty nine weeks of fiscal year 2005 is due to menu price increases and


                                       17
<PAGE>

the  continued  increase  in the weekly  average of same store  restaurant  food
sales.  Restaurant food sales should continue to increase throughout the balance
of the fiscal year due to the opening of the restaurant in  Wellington,  Florida
and the additional menu price increases  instituted  during the third quarter of
fiscal year 2005 to off-set increased costs, especially higher payroll costs due
to the new Florida minimum wage, which was effective May 2, 2005.

Restaurant  bar  sales  represented  13.78%  and  13.86%  of total  sales in the
thirteen  weeks and thirty  nine weeks of fiscal  year  2005,  respectively,  as
compared  to 13.99% and 14.24% of total sales in the  thirteen  weeks and thirty
nine six weeks of fiscal year 2004, respectively. Restaurant bar sales increased
during the  thirteen  and thirty nine weeks ended July 2, 2005 due  primarily to
the opening of the  restaurant  in  Wellington,  Florida on May 27, 2005 and new
promotions designed to increase restaurant bar sales. The increase in restaurant
bar sales  during the thirteen and thirty nine weeks ended July 2, 2005 was less
than may have  been  anticipated  due to a  decrease  in  restaurant  bar  sales
generated by the joint  venture  restaurant in Stuart,  Florida,  which had just
opened for business  during the second quarter of fiscal year 2004 and the joint
venture restaurant in Weston,  Florida which has been adversely affected by four
(4) competitors who have opened for business in the immediate vicinity since the
beginning of the calendar year.  Restaurant bar sales also increased  during the
thirty  nine weeks  ended July 2, 2005 due to the joint  venture  restaurant  in
Stuart,  Florida  being open for the entire  thirty nine weeks versus twenty six
weeks of the prior fiscal year. The weekly average of same store  restaurant bar
sales were  $99,673 and $95,436 for the thirty nine weeks ended July 2, 2005 and
June 26, 2004,  respectively,  an increase of 4.4%.  The weekly  average of same
store restaurant bar sales were $97,717 and $93,958 for the thirteen weeks ended
July 2, 2005 and June 26, 2004, respectively,  an increase of 4.0%. The increase
in weekly average of same store restaurant bar sales for both the thirteen weeks
and thirty nine weeks of fiscal year 2005 is consistent with the increase in the
weekly  average of same store  restaurant  food sales and is also  attributed to
promotions   designed  to  increase  restaurant  bar  sales  which  the  Company
introduced  during the third quarter of fiscal year 2005,  without  jeopardizing
the Company's perception as a family restaurant.

Package goods sales represented 22.82% and 25.67% of total sales in the thirteen
weeks and thirty  nine weeks of fiscal year 2005,  respectively,  as compared to
22.69% and 24.88% of total sales in the thirteen  weeks and thirty nine weeks of
fiscal year 2004,  respectively.  The weekly  average of same store package good
sales were  $211,693  and  $199,091 for the thirty nine weeks ended July 2, 2005
and June 26, 2004, respectively, an increase of 6.3%. The weekly average of same
store  package  sales were  $187,593 and $ 176,336 for the thirteen  weeks ended
July 2, 2005 and June 26, 2004  respectively,  an increase of 6.4%. The increase
was  primarily  due to  increased  volume.  Package  good sales are  expected to
continue increasing through the balance of fiscal year 2005 due to the continued
increase in the weekly average of same store package sales.

The gross profit margin for  restaurant  and bar sales was 65.11% and 62.81% for
the thirteen weeks ended July 2, 2005 and June 26, 2004, respectively. The gross
profit  margin  for the  restaurant  and bar sales was 64.80% and 64.46% for the
thirty nine weeks ended July 2, 2005 and June 26, 2004, respectively.  The gross
profit  margin for  restaurant  and bar sales for the thirteen  weeks and thirty
nine weeks of fiscal  year 2005 were  adversely  affected  by higher food


                                       18
<PAGE>

costs,  especially the cost of ribs, but the Company has offset these  increased
food  costs  by  menu  price  increases  and  will  continue  to  do  so,  where
competitively possible, through the remainder of fiscal year 2005.

The gross profit  margin for package  goods stores was 28.25% and 27.52% for the
thirteen  weeks ended July 2, 2005 and June 26,  2004,  respectively.  The gross
profit margin for package goods stores was 28.43% and 27.57% for the thirty nine
weeks ended July 2, 2005 and June 26, 2004, respectively.  The increase in gross
profit is  attributed to the purchase of "close out" and  merchandise  reduction
from wholesalers and the continued  implementation of a new training program for
package  store  employees.  The gross profit  margin for package  goods sales is
expected to remain constant through the balance of fiscal year 2005.

Operating Costs and Expenses

Operating  costs and expenses were $ 11,626,000 and $11,198,000 for the thirteen
weeks  ended July 2, 2005 and June 26,  2004  respectively,  a increase of 3.8%.
Operating  costs and expenses were  $34,963,000  and  $33,301,000 for the thirty
nine weeks ended July 2, 2005 and June 26,  2004,  respectively,  an increase of
5.0%. The increase in operating  costs and expenses for the thirteen weeks ended
July 2,  2005  was  primarily  due to the  opening  costs of the  restaurant  in
Wellington,  Florida  during the third quarter of fiscal year 2005, as well as a
general  increase  in overall  operating  costs and  expenses.  The  increase in
operating  costs and  expenses  for the thirty nine weeks ended July 2, 2005 was
primarily due to the opening costs of the restaurant in Wellington, Florida, the
operation  of the  restaurant  in Stuart,  Florida  during the first  quarter of
fiscal year 2005 and the package  goods store in  Hollywood,  Florida being open
for the entire first quarter of fiscal year 2005, as well as a general  increase
in overall  operating  costs and  expenses.  Operating  costs and  expenses  are
expected to continue increasing through the balance of fiscal year 2005 with the
opening of the  restaurant  in  Wellington,  Florida  and a general  increase in
overall operating costs and expenses.

Payroll and related costs were  $3,394,000 and $3,018,000 for the thirteen weeks
ended July 2, 2005 and June 26, 2004 respectively, an increase of 12.5%. Payroll
and related costs were $9,853,000 and $9,292,000 for the thirty nine weeks ended
July 2, 2005 and June 26, 2004, respectively,  an increase of 6.0%. The increase
in payroll for the  thirteen  weeks ended July 2, 2005 was due  primarily to the
labor costs associated with the opening of the restaurant in Wellington, Florida
during the third quarter of fiscal year 2005,  and the new Florida  minimum wage
which increased the minimum wage paid to "tipped"  employees from $2.13 per hour
to $3.13 per hour  effective  May 2, 2005.  The  increase in payroll and related
costs for the thirty  nine weeks  ending  July 2, 2005 was due to the opening of
the  restaurant in  Wellington,  Florida  during the third quarter of the fiscal
year,  the operation of the  restaurant  in Stuart,  Florida and the new package
store in  Hollywood,  Florida  for the entire  thirty  nine  weeks,  and the new
Florida  minimum  wage.  Payroll  and  related  costs will  continue to increase
through  the  balance of fiscal  year 2005  primarily  due to the opening of the
restaurant in Wellington,  Florida and the increase in the Florida minimum wage.
During the third quarter of fiscal year 2005, the Company had no alternative but
to increase  menu prices to offset  higher  payroll and related costs due to the
increase in the Florida minimum wage.


                                       19
<PAGE>

Occupancy costs which include rent, common area  maintenance,  repairs and taxes
were  $716,000 and  $725,000 for the thirteen  weeks ended July 2, 2005 and June
26, 2004  respectively,  a decrease of 1.2%. The decrease in occupancy costs for
the  thirteen  weeks  ended  July 2,  2005  was due to the  payment  of past due
property  taxes during the thirteen weeks ended June 26, 2004.  Occupancy  costs
were  $2,081,000 and $2,028,000 for the thirty nine weeks ended July 2, 2005 and
June 26,  2004,  respectively,  an increase of 2.6%.  The  increase in occupancy
costs for the thirty  nine  weeks  ended  July 2, 2005 is  accounted  for by the
payment of rent for the  restaurant in Pinecrest,  Florida for the entire thirty
nine weeks  versus  twenty six weeks of the prior fiscal year and the payment of
rent for one (1) month for the  restaurant  in  Wellington,  Florida.  Occupancy
costs will continue to increase through the balance of fiscal year 2005 with the
payment of rent for the restaurant in Wellington, Florida.

Selling,  general and administrative expenses were $2,364,000 and $2,478,000 for
the  thirteen  weeks  ended  July 2,  2005 and June 26,  2004,  respectively,  a
decrease of 4.6%. Selling,  general and administrative  expenses were $7,177,000
and  $7,119,000  for the thirty nine weeks ended July 2, 2005 and June 26, 2004,
respectively,  an  increase  of 0.8%.  The  decrease  in  selling,  general  and
administrative  expenses  for the  thirteen  weeks  ended  July 2,  2005 was due
primarily to the costs  associated with the opening of the restaurant in Stuart,
Florida  during the third quarter of fiscal year 2004, as well as efforts by the
Company to reduce costs,  where possible.  The increase in selling,  general and
administrative  expenses for the thirty nine weeks ended July 2, 2005 was due to
the  restaurant  in Stuart,  Florida  and the new  package  store in  Hollywood,
Florida being open for the entire thirty nine weeks;  expenses  associated  with
the opening of the restaurant in Wellington,  Florida;  expenses associated with
the  restaurant  in  Pinecrest,  Florida;  and an overall  increase  in expenses
generally.

New Joint Venture Restaurants

As the Company opens new joint venture  restaurants  on a more regular basis the
Company's income from operations will be adversely  affected by the higher costs
associated  with the opening of the same. To insure that a new restaurant  opens
with the high quality of service for which the Company is known, the Company has
a select group of employees,  known as "new restaurant  openers",  who travel to
new  restaurants for that purpose.  "New restaurant  openers" may spend up to 90
days at a new  restaurant.  If the new joint  venture  restaurant  is not local,
lodging has to be provided for the "new restaurant openers", which increases the
opening costs  significantly.  To date, lodging for "new restaurant openers" has
only been provided for the new joint venture restaurant in Stuart,  Florida.  In
addition,  immediately  prior to the opening of a new restaurant and in order to
provide a "test run" for the same, the Company sponsors  pre-opening parties for
its joint venture investors and the Company employees.

In addition,  the pre-opening rent is generally less for new leases, rather than
the  purchase  of an existing  location  which  includes  the  assumption  of an
existing  lease.  In the case of the joint  venture  restaurant  in  Wellington,
Florida, the pre-opening rent was approximately $18,000. As of July 2, 2005, the
pre-opening rent paid for the new joint venture in Pinecrest, Florida aggregated
$306,000 and continues at $17,000 per month.


                                       20
<PAGE>

During the  thirteen  weeks and thirty nine weeks ended July 2, 2005,  the joint
venture  in  Wellington,  Florida  reported  losses  of  $205,886  and  $369,853
respectively and the joint venture  restaurant in Pinecrest,  Florida,  which is
still undergoing structural repairs at this time, reported losses of $50,214 and
$201,032  respectively,  thus reducing  income from  operations for the thirteen
weeks and thirty nine weeks  ending  July 2, 2005.  During the balance of fiscal
year 2005,  income from  operations  will be  adversely  affected by the opening
costs still to be incurred for the new joint  venture  restaurant  in Pinecrest,
Florida.

Trends

During  the  next  twelve  months  management  expects  continued  increases  in
restaurant sales, due primarily to the opening of the restaurants in Wellington,
Florida and Pinecrest,  Florida, menu price increases and continued increases in
same store  restaurant  sales.  Package good sales are also expected to increase
due primarily to increases in same store package goods sales.  At the same time,
management also expects higher food costs, payroll costs and an overall increase
in  expenses.  The Company has already  raised some of its menu prices to offset
higher  food  costs  and  payroll  costs  and will  continue  to do so  wherever
competitively  possible.  During the next twelve months,  management projects an
increase in overall profit before income tax.

Liquidity and Capital Resources

Cash Flows

The following table is a summary of the Company's cash flows for the thirty nine
weeks of fiscal years 2005 and 2004.

                                                    Thirty Nine Weeks Ended
                                                      July 2      June 26
                                                       2005         2004
                                                     --------------------
                                                         (In Thousands)

      Net cash provided by
         operating activities                        $ 1,930      $ 2,824
      Net cash  (used in)
          investing activities                        (1,626)      (1,370)
      Net cash provided by (used in)
          financing activities                          (300)        (385)
                                                     -------      -------

      Net Increase  in Cash and Cash Equivalents           4        1,069

      Cash and Cash Equivalents, Beginning             2,936        1,587
                                                     -------      -------

      Cash and Cash Equivalents, Ending              $ 2,940      $ 2,656
                                                     =======      =======


                                       21
<PAGE>

On December 9, 2004, the Company  declared a cash dividend of 32 cents per share
payable on January 28, 2005 to the shareholders of record on January 14, 2005.

On December 18, 2003 the Company  declared a cash dividend of 30 cents per share
payable on January 15, 2004 to shareholders of record on December 30, 2003.

Capital Expenditures

The Company had additions to fixed assets of  $1,669,000  during the thirty nine
weeks  ended July 2, 2005 as compared  to  $1,567,000  for the thirty nine weeks
ended June 26, 2004 and  $1,873,000  for the fiscal year ended  October 2, 2004.
The  additions to fixed  assets  during the thirty nine weeks ended July 2, 2005
included  the  renovations  to  the  business  premises  of  the  restaurant  in
Wellington,  Florida,  while the addition to fixed assets during the thirty nine
weeks ended June 26, 2004 included the  renovations to the business  premises of
the restaurant in Stuart, Florida.

All of the Company's  units  require  periodic  refurbishing  in order to remain
competitive.  The budget for fiscal year 2005 for the foregoing is $325,000. The
Company expects the funds for these improvements to be provided from operations.
In  addition,  during  the  first  quarter  of fiscal  year  2005,  the  limited
partnership  which owns the  restaurant  in  Wellington,  Florida  completed its
private offering, raising the sum of $1,850,000 towards capital expenditures for
fiscal year 2005. It is anticipated that the joint venture in Pinecrest, Florida
will require approximately  $2,800,000 in capital expenditures,  the majority of
which will be raised through a private offering.

Purchase of Company Common Stock

Pursuant to a discretionary plan approved by the Board of Directors,  during the
thirteen  weeks ended July 2, 2005, the Company  purchased  13,620 shares of its
common stock for an aggregate purchase price of $113,000. During the thirty nine
weeks ended July 2, 2005,  the  Company  purchased  39,720  shares of its common
stock for an aggregate purchase price of $334,000.

Long Term Debt

As of the fiscal  quarter ending July 2, 2005, the Company had long term debt of
$1,365,000  compared to $1,399,000  and $1,314,000 for the fiscal quarter ending
April 2,  2005 and the  fiscal  year  ending  October  2, 2004  respectively,  a
decrease of 2.4% from the fiscal quarter ending April 2, 2005 and an increase of
3.9% from the fiscal year ending October 2, 2004. The increase in long term debt
as of the fiscal quarter ending July 2, 2005, when compared to long term debt as
of the fiscal year ending October 2, 2004,  includes the unsecured $100,000 loan
from Bank Atlantic and two (2) secured auto loans,  in the  aggregate  amount of
$65,000,  originating  during the first quarter of fiscal year 2005, offset by a
$16,500 discount on the re-financing of a purchase money chattel mortgage by one
of the limited partnerships during the second quarter of fiscal year 2005 .


                                       22
<PAGE>

Working Capital

The table below summarizes the current assets, current liabilities,  and working
capital for the fiscal  quarters  ended July 2, 2005,  and June 26, 2004 and the
fiscal year ended October 2, 2004.

                                          July 2,        June 26,        Oct. 2,
       Item                                2005            2004            2004
                                          -------        --------        -------
                                                      (In Thousands)

Current Assets                            $6,609          $6,149          $5,889
Current Liabilities                        4,138           3,769           3,758
                                          ------          ------          ------
Working Capital                            2,471           2,380           2,131

Working capital for the fiscal quarter ending July 2, 2005 increased by 3.8% and
15.9% from the working  capital for the fiscal  quarter ending June 26, 2004 and
the fiscal year ending  October 2, 2004,  respectively.  The increase in working
capital  is  due to  the  completion  of the  private  offering  by the  limited
partnership  owning  the  restaurant  in  Wellington,  Florida  during the first
quarter of fiscal year 2005. In addition,  the Company made minimal  advances in
excess of the monthly rent paid for the restaurant in Pinecrest,  Florida during
the third quarter of fiscal year 2005.

Management believes that positive cash flow from operations will adequately fund
operations,  debt reductions and planned capital expenditures during the balance
of fiscal year 2005.  However, it is also anticipated that during the balance of
fiscal year 2005,  working  capital  will be adversely  affected by  investments
and/or  advances  made by the Company to the limited  partnership  in Pinecrest,
Florida pending  reimbursement  of advances made by the Company in excess of its
investment once the private offering by the limited partnership is completed and
the  exercise  by the Company of its option to purchase  the real  property  and
ground lease of one location currently leased by the Company.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

The Company  does not  ordinarily  hold market risk  sensitive  instruments  for
trading  purposes but as of July 2, 2005 holds one equity  security at a cost of
$303,000 to receive dividend payments and for the Company to satisfy debt in the
future. There is no assurance that market price will increase or decrease in the
next year. Even if the price of the equity  security  decreased by 10% below its
cost,  results of operations would be reduced by $30,000,  an amount  management
considers immaterial.

Interest Rate Risk

At July 2, 2005,  the  Company  has two debt  arrangements  which have  variable
interest rates. For one of these  instruments,  a mortgage note, the Company has
entered into an interest rate swap


                                       23
<PAGE>

agreement to hedge the interest rate risk.  The mortgage note has an outstanding
principal balance at July 2, 2005 of $818,540.

During  the first  quarter  of fiscal  year 2005,  the  Company  closed on a new
unsecured loan from Bank Atlantic,  in the principal  amount of $100,000,  which
funds are to be used in connection  with the Company's  exercise of an option to
purchase the real  property and take an  assignment  of a ground lease at one of
its locations.  The promissory note has a variable interest,  at prime, but even
if interest rates  increased by 10%,  results of operations  would be reduced by
less than $10,000, an amount management considers immaterial.

At July 2, 2005, the Company's  cash resources earn interest at variable  rates.
Accordingly,  the Company's return on these funds is affected by fluctuations in
interest rates.  Any decrease in interest rates will have negative effect on the
Company's earnings. In addition,  the Company incurs interest charges on debt at
variable  rates,  which to the extent the Company has not entered into  interest
rate swap agreements to hedge this risk, could  negatively  impact the Company's
earnings.  There is no assurance  that interest  rates will increase or decrease
over the next fiscal year.

Item 4. Controls and Procedures

(a) Evaluation of Disclosure Controls and Procedures

As of July 2, 2005,  our Chief  Executive  Officer and Chief  Financial  Officer
have, with the  participation of management and the assistance of an independent
third party expert,  evaluated the  effectiveness of the design and operation of
the Company's "disclosure controls and procedures" (as defined in the Securities
Exchange Act of 1934  ("Exchange  Act") Rule 13a-15(e) of 15d-15(e)).  It is the
conclusion of our Chief Executive  Officer and Chief Financial Officer that such
disclosure controls and procedures operate such that important information flows
to  appropriate  collection  and  disclosure  points in a timely  manner and are
effective in ensuring that material  information is accumulated and communicated
to management and made known to the Chief Executive  Officer and Chief Financial
Officer  particularly  during the period in which this report was  prepared,  as
appropriate, to allow timely decisions regarding timely disclosure. In designing
and evaluating the disclosure  controls and  procedures,  management  recognizes
that any system of controls  and  procedures,  no matter how well  designed  and
operated,  is subject to limitations,  including the exercise of our judgment in
evaluating the same. As a result,  there can be no assurance that our disclosure
controls and procedures will prevent all errors.

(b) Change in Internal Control over Financial Reporting

During the third  quarter of fiscal year 2005,  the Company  continued to assess
the  effectiveness  of our "internal  controls over  financial  reporting" on an
account by account  basis as a part of our  on-going  accounting  and  financial
reporting  review process.  The assessments  were made by management,  under the
supervision of our Chief Financial  Officer.  We made no changes in our internal
control over financial  reporting  during the fiscal quarter ending July 2, 2005
that materially  affected,  or are reasonably likely to materially  affect,  the
Company's  internal  control


                                       24
<PAGE>

over financial  reporting.  Notwithstanding,  the effectiveness of our system of
internal control over financial  reporting is subject to limitations,  including
the exercise of our judgment in evaluating  the same. As a result,  there can be
no assurance that our internal control over financial reporting will prevent all
errors.

                           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  October 2, 2004 for a discussion of other legal  proceedings  resolved in
prior years.

Item 2 - Unregistered Sales of Equity Securities and Use of Proceeds: None

Item 3 - Defaults Upon Senior Securities: None

Item 4 - Submission of Matters to a Vote of Security Holders: None

Item 5 - Other Information: None

Item 6 - Exhibits and Reports on Form 8-K

a. Exhibits: Exhibits 31.1, 31.2, 32.1 and 32.2 (Certifications)

b. Form 8-K - None

                                   SIGNATURES
                                   ----------

Pursuant to the  requirements  of the  Securities  and Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned  thereto duly  authorized.  The information  furnished  reflects all
adjustments to the statement of the results for the interim period.

                                        FLANIGAN'S ENTERPRISES, INC.


Date: August 16, 2005                   /s/ James G. Flanigan
      ---------------                   -------------------------------------
                                        JAMES G. FLANIGAN
                                        Chief Executive Officer and President


Date: August 16, 2005                   /s/ Jeffrey D. Kastner
      ---------------                   -------------------------------------
                                        JEFFREY D. KASTNER
                                        Chief Financial Officer and Secretary


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