RAVE RESTAURANT GROUP, INC. — Director's Dealing 2011

Mar 28, 2011

SEC Form 4/A — Form 4/A

Issuer: PIZZA INN INC /MO/ (PZZI)
CIK: 0000718332
Period of Report: 2011-03-23

Reporting Person: Hallmark Insurance Co (see attached explanation)
Reporting Person: Hallmark Specialty Insurance Co (see attached explanation)
Reporting Person: AMERICAN HALLMARK INSURANCE Co OF TEXAS (see attached explanation)
Reporting Person: HALLMARK FINANCIAL SERVICES INC (see attached explanation)
Reporting Person: NEWCASTLE PARTNERS L P (see attached explanation)
Reporting Person: NEWCASTLE CAPITAL MANAGEMENT LP (see attached explanation)
Reporting Person: NEWCASTLE CAPITAL GROUP LLC (see attached explanation)
Reporting Person: Newcastle Focus Fund II LP (see attached explanation)
Reporting Person: SCHWARZ MARK E (Director, Chairman, 10% Owner, see attached explanation)
Reporting Person: Coleman Clinton J (Director, see attached explanation)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-03-23	Common Stock	P	124117	$2.02	Acquired	124117	Direct

Footnotes

F1: This amends the Form 4 filed on 3/25/2011 to indicate the correct filing parties. The Purchaser of these shares was Hallmark Insurance Company and not American Hallmark Insurance Company of Texas.

F2: Purchases made by Hallmark Insurance Company ("HIC"). The Reporting Persons are members of a "group" for the purposes of Section 13(d)(3) of the 1934 Act, as amended and accordingly may be deemed to beneficially own Shares of the Issuer's Common Stock owned in aggregate by the other members of the Section 13(d) group. The Section 13(d) group consists of Newcastle Partners, L.P. ("NP"), Newcastle Capital Management, L.P. ("NCM"), Newcastle Capital Group, L.L.C. ("NCG"), Newcastle Focus Fund, II, L.P. ("NFF"), Hallmark Financial Services, Inc. ("Hallmark"), HIC, American Hallmark Insurance Company of Texas ("AHIC"), Hallmark Specialty Insurance Company ("HSIC"), Mark E. Schwarz ("Schwarz"), and Clinton J. Coleman ("Coleman"). Each Reporting Person disclaims beneficial ownership of the shares of the Issuer's Common Stock owned by the other members of the Section 13(d) group except to the extent of the pecuniary interest therein.

F3: NCM is the general partner of each of NP and NFF. NCG is the general partner of NCM, and Schwarz is the managing member of NCG. Accordingly, each of NCM, NCG and Schwarz may be deemed to beneficially own the shares directly owned by NP and NFF. In addition, NCM may be deemed to beneficially own a controlling interest in Hallmark, and Hallmark is the parent company of AHIC, HSIC and HIC. Accordingly, each of NCM, NCG, Schwarz and Hallmark may be deemed to beneficially own the shares directly owned by HIC.