X0202 4/A 2005-05-24 2005-05-26 0 0000935066 SHELLS SEAFOOD RESTAURANTS INC SHLL 0000919039 ADLER FREDERICK R 1520 SOUTH OCEAN BLVD PALM BEACH FL 33480 0 0 1 0 Common Stock, $0.01 par value per share 2005-05-24 4 X 0 1000000 0.5 A 2204406 D Series B, Convertible Preferred Stock, $0.01 par per share 15 2005-05-24 4 P 0 976660 15 A 2005-05-24 2015-05-24 Common Stock, $0.01 par value 976660 976660 D Warrant to purchase Common Stock 0.5 2005-05-24 4 X 0 1000000 15 D 2004-08-04 2007-01-31 Common Stock, $0.01 par value per share 1000000 0 D Warrant to purchase Common Stock 1.3 2005-05-24 4 P 0 488330 15 A 2005-05-24 2010-05-24 Common Stock, $0.01 par value 488330 488330 D Consists of 10,100 shares of Common Stock held by 1520 Partners, LP, a limited partnership of which the Reporting Person is the general partner. The Reporting Person disclaims beneficial ownership of the shares held by 1520 Partners, LP. The reported securities are included within 48,833 units purchased by the Reporting Person for $15.00 per unit. Each unit consists of one share of Series B Convertible Preferred Stock of the Issuer and a warrant to purchase 10 shares of common stock of the Issuer. Each share of Series B Convertible Preferred Stock is convertible into 20 shares of common stock. This form amends and restates in its entirety the Form 4 filed by the Reporting Person on 5/26/2005. Frederick R. Adler 2005-06-23