8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report Pursuant

to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)October 26, 2006

FRIENDLY ICE CREAM CORPORATION

(Exact Name Of Registrant As Specified In Its Charter)

MASSACHUSETTS

(State or Other Jurisdiction of Incorporation)

001-13579	04-2053130
(Commission File Number)	(I.R.S. Employer Identification No.)

1855 Boston Road, Wilbraham, MA	01095
(Address of Principal Executive Offices)	(Zip Code)

(413) 731-4000

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01Regulation FD Disclosure

On October 26, 2006, the Company delivered a letter to its stockholders. The letter is attached hereto as Exhibit 99.1.

The information in this Current Report on Form 8-K and the exhibit attached hereto are being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

The letter attached as an exhibit to this Current Report on Form 8-K contains forward-looking statements regarding the Company, to which the following cautionary statement applies:

Statements contained in this Current Report on Form 8-K and the exhibit hereto that are not historical facts constitute “forward looking statements” as that term is defined in the Private Securities Litigation Reform Act of 1995. Words such as “believes,” “plans,” “anticipates,” “expects,” “will” and similar expressions are intended to identify forward looking statements.  Forward looking statements include, but are not limited to, statements relating to the Company’s key objectives, initiatives and prospects, the Company’s ability to improve its operating performance and achieve its other objectives, and the Company’s ability to find a suitable replacement chief executive officer.  All forward looking statements are subject to known and unknown risks, uncertainties and other factors which could cause actual results to differ materially from those anticipated. These factors include: the Company’s highly competitive business environment; exposure to fluctuating commodity prices; risks associated with the foodservice industry, such as changes in consumer tastes and adverse publicity resulting from food quality, illness, injury or other health concerns; the ability to retain and attract new and qualified employees; government regulations; high geographic concentration in the Northeast and its attendant weather patterns; conditions needed to meet restaurant re-imaging and new opening targets; risks and uncertainties arising out of accounting estimates and adjustments; the Company’s ability to service its debt and other obligations; the Company’s ability to meet ongoing financial covenants contained in its debt instruments, loan agreements, leases and other long-term commitments; and costs associated with improved service and other initiatives. Other factors that may cause actual results to differ from the forward looking statements contained herein and that may affect the Company’s prospects in general are included in the Company’s other filings with the Securities and Exchange Commission. The Company is not obligated to update any forward looking statements, whether as a result of new information, future events or otherwise.

Item 9.01Financial Statements and Exhibits

(d)	Exhibits
99.1	Letter to Stockholders dated October 25, 2006

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

	FRIENDLY ICE CREAM CORPORATION
Dated: October 26, 2006	By:	/s/ PAUL V. HOAGLAND
		Name: Paul V. Hoagland
		Title:  Executive Vice President of Administration    and Chief Financial Officer

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EX-99.1

Exhibit 99.1

October 25, 2006

Dear Fellow Shareholder:

I have great expectations for Friendly’s future, and I’d like to share with you some of my recent observations.

For over 70 years, the Friendly’s brand has been associated with high quality food and ice cream, along with fond memories for our guests and their families. Our great ice cream products provide Friendly’s a niche that no other competitor can easily replicate. However, we have been disappointed that our recent operating performance has not reflected this strength.

We believe we can better leverage our brand, capture new customers and inspire our loyal customer base. I am convinced that the opportunity still exists to further capitalize on our great brand by introducing exciting ice cream and food products that improve the overall value and affordability to families who buy our products and enjoy the Friendly’s restaurant experience.

We need to take advantage of Friendly’s unique niche in the marketplace, while at the same time strengthening our financial performance. Therefore, our senior management has conducted a thorough review of every aspect of the Company and its operations to identify initiatives that will accomplish these objectives. Our near-term priority must be to stabilize and improve profits in our company-owned restaurants. Additionally, our franchising efforts must be accelerated by developing a new-store prototype that results in acceptable returns to our franchisees. In the long-term, we are focused and committed to positioning Friendly’s for operating success and increased shareholder value.

Our review has already identified some key initiatives:

·   Improve customer service, both speed and inter-activeness, through operational improvements and menu re-engineering;

·   Enhance the marketing of ice cream products and our franchisees’ local store marketing initiatives;

·   Develop and start building new Friendly’s restaurants that both incorporate our heritage and reflect a light and lively experience during each daypart; and

·   Develop cross-promotion strategies in our retail grocery store business to increase traffic and drive sales in our restaurants.

Friendly’s will engage new leadership that will re-energize our brand and deliver the results we all have long expected. Our search for a new Chief Executive Officer is underway and progressing well. Our new leader will have a proven track record of brand building and delivering superb operational and financial performance within the restaurant industry.

We look forward to communicating with you again on November 9^th when we release our third quarter financial results. Friendly’s top objective is to create value for you, our shareholders. We will achieve this through capitalizing on the Friendly’s brand name, ensuring memorable experiences for our customers and delivering operational and financial excellence in all aspects of our business.

Sincerely,

Donald Smith

Chairman of the Board