UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
Under
the Securities Exchange Act of 1934
(Amendment
No. 1)
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PIZZA
INN, INC.
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(Name
of Issuer)
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Common
Stock,
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(Title
of Class of Securities)
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725848105
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(CUSIP
Number)
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December
31, 2007
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(Date
of Event Which Requires Filing of this
Statement)
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Check
the
appropriate box to designate the rule pursuant to which this Schedule 13G is
filed:
o
Rule
13d-1(b)
x
Rule
13d-1(c)
o
Rule
13d-1(d)
*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. 725848105
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1
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NAME
OF REPORTING PERSON:
BC
Advisors, LLC
I.R.S.
Identification Nos. of above persons (entities only):
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(b)
x
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3
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SEC
USE ONLY
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4
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CITIZENSHIP
OR PLACE OF ORGANIZATION
Texas
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
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5
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SOLE
VOTING POWER:
0
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6
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SHARED
VOTING POWER:
0
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7
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SOLE
DISPOSITIVE POWER:
0
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8
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SHARED
DISPOSITIVE POWER:
0
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
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10
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
o
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11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0%
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12
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TYPE
OF REPORTING PERSON
HC/CO
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CUSIP
No. 725848105
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|
1
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NAME
OF REPORTING PERSON:
SRB
Management, L.P.
I.R.S.
Identification Nos. of above persons (entities only):
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(b)
x
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3
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SEC
USE ONLY
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4
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CITIZENSHIP
OR PLACE OF ORGANIZATION
Texas
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
|
5
|
SOLE
VOTING POWER:
0
|
|
|
6
|
SHARED
VOTING POWER:
0
|
||
|
7
|
SOLE
DISPOSITIVE POWER:
0
|
||
|
8
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SHARED
DISPOSITIVE POWER:
0
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||
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
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||
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10
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
o
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11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0%
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12
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TYPE
OF REPORTING PERSON
IA/PN
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CUSIP
No. 725848105
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1
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NAME
OF REPORTING PERSON:
Steven
R. Becker
I.R.S.
Identification Nos. of above persons (entities only):
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(b)
x
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3
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SEC
USE ONLY
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4
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CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
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5
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SOLE
VOTING POWER:
0
|
|
|
6
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SHARED
VOTING POWER:
0
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||
|
7
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SOLE
DISPOSITIVE POWER:
0
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||
|
8
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SHARED
DISPOSITIVE POWER:
0
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9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
||
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
o
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|
11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0%
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12
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TYPE
OF REPORTING PERSON
HC/IN
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This
Schedule 13G relates to the common stock (“Common Stock”) of Pizza
Inn, Inc., acquired by SRB Management, L.P., a Texas limited partnership
(“SRB Management”), for the account of (1) SRB Greenway Capital,
L.P., a Texas limited partnership (“SRBGC”), (2) SRB Greenway Capital
(Q.P.), L.P., a Texas limited partnership (“SRBQP”) and (3) SRB
Greenway Offshore Operating Fund, L.P., a Cayman Islands limited
partnership (“SRB Offshore”). SRB Management is the general partner of
SRBGC, SRBQP and SRB Offshore. BC Advisors, LLC, a Texas limited
liability
company (“BCA”), is the general partner of SRB Management. Steven R.
Becker is the sole member of BCA. Each of the reporting persons hereby
expressly disclaims membership in a “group” under Section 13(d) of the
Securities Exchange Act of 1934 and the rules and regulations thereunder
with respect to the shares of Common Stock reported herein, and this
Schedule 13G shall not be deemed to be an admission that any such
reporting person is a member of such a
group.
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Item
1(a).
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Name
of Issuer: Pizza Inn, Inc.
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| Item 1(b). |
Address of Issuer's Principal Executive
Offices:
3551 Plano Parkway
The Colony, Texas
75056
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| Item 2(a). |
Name of Person Filing:
See Item 1 of each cover
page.
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| Item 2(b). |
Address of Principal Business Office or if none,
Residence:
300 Crescent Court, Suite 1111
Dallas, Texas
75201
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| Item 2(c). | Citizenship: See Item 4 of each cover page. |
| Item 2(d). | Title of Class of Securities: Common Stock |
| Item 2(e). | CUSIP Number: 725848105 |
| Item 3. | Not Applicable |
| Item 4. | Ownership: |
| (a) |
Amount
Beneficially Owned:
As
of December 31, 2007 (“Reporting Date”), none of the reporting persons was
the beneficial owner of any shares of Common Stock.
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| (b) |
Percent
of Class: See Item 11 of each cover
page.
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| (c) |
Number
of shares as to which such person
has:
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(i)
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sole
power to vote or to direct the vote: See Item 5 of each cover
page.
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(ii)
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shared
power to vote or to direct the vote: See Item 6 of each cover
page.
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(iii)
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sole
power to dispose or to direct the
disposition of: See Item 7 of each cover
page.
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(iv)
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shared
power to dispose or to direct the disposition of: See Item 8
of each cover
page.
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| Item 5. | Ownership of Five Percent or Less of a Class: |
If
this
statement is being filed to report the fact that as of the date hereof the
reporting person has ceased to be the beneficial owner of more than five percent
of the class of securities, check the following: x
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person: |
Not
applicable.
| Item 7. | Identification and Classification of Subsidiary Which Acquired the Securities: |
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: |
By
signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were not acquired and are not held for the purpose
of or with the effect of changing or influencing the control of the issuer
of
the securities and were not acquired and are not held in connection with or
as a
participant in any transaction having that purpose or effect.
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.
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BC
ADVISORS, LLC
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| By: | /s/ Steven R. Becker | |
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Steven
R. Becker, Member
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SRB
MANAGEMENT, L.P.
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By:
BC Advisors, LLC, its general partner
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| By: | /s/ Steven R. Becker | |
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Steven
R. Becker, Member
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| /s/ Steven R. Becker | ||
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Steven
R. Becker, Member
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February
13, 2008
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