<PAGE>   1

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 10-QSB




[X]       Quarterly report under Section 13 or 15(d) of the Securities Exchange
          Act of 1934

                  For the quarterly period ended March 29, 1998

     [ ]  Transition report under Section 13 or 15(d) of the Exchange Act

          For the transition period from                    to 
                                         ------------------    -------------- 

                         Commission file number 0-21625
                                                -------  


                         FAMOUS DAVE'S OF AMERICA, INC.
        (Exact Name of Small Business Issuer as Specified in Its Charter)


            Minnesota                                   41-1782300
(State or other Jurisdiction of            (I.R.S. Employer Identification No.)
 Incorporation or Organization)            

                 7279 Flying Cloud Drive, Eden Prairie, MN 55344
                    (Address of Principal Executive Offices)
                                 (612) 833-9300
                (Issuer's Telephone Number, Including Area Code)


                     (Former Name, Former Address and Former
                   Fiscal Year, If Changed Since Last Report)



         Check whether the issuer: (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.

                                  Yes X      No 
                                      ---       ---  

At May 11, 1997 there were 8,827,590 shares of common stock, $.01 par value,
                           ---------
outstanding.

Transitional Small Business Disclosure Format (check one):

                                Yes     No  X
                                    ---    ---

<PAGE>   2





                         FAMOUS DAVE'S OF AMERICA, INC.
                                Form 10-QSB Index
                                 March 29, 1998



<TABLE>
<CAPTION>
                                                                                                            Page Number
                                                                                                            ----------- 
<S>                <C>                                                                                     <C>  

PART I             FINANCIAL INFORMATION


                   Item 1.  Financial Statements

                   Condensed Consolidated Balance Sheets -                                                        3
                    March 29, 1998 and December 28, 1997                                                           
                                                                                                                   
                   Condensed Consolidated Statements of Operations -                                              4
                     for the thirteen weeks ended March 29, 1998 and March 30, 1997                                
                                                                                                                   
                   Condensed Consolidated Statements of Cash Flows -                                              5
                     for the thirteen weeks ended March 29, 1998 and March 30, 1997                                
                                                                                                                   
                   Notes to Condensed Consolidated Financial Statements                                           6
                                                                                                                   

                   Item 2.   Management's Discussion and Analysis of                                              8
                   Financial Condition and Results of Operations                                                   
                                                                                                                       

PART II            OTHER INFORMATION                                                                                   


                   Items 1, 4 and 6.                                                                              13
                                                                                                                    
                   Signatures                                                                                     14

</TABLE>



                                       2


<PAGE>   3

PART I.  FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                 FAMOUS DAVE'S OF AMERICA, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                 (UNAUDITED)


<TABLE>
<CAPTION>
                                                                               MARCH 29,        DECEMBER 28,
                                                                                 1998               1997
                                                                             ------------       ------------
<S>                                                                        <C>                 <C>  
                            ASSETS
CURRENT ASSETS:
  Cash and cash equivalents                                                  $  3,578,000       $  7,984,000
  Available-for-sale securities                                                 7,089,000         10,328,000
  Inventories                                                                     603,000            471,000
  Prepaids and other current assets                                               746,000          1,059,000
                                                                             ------------       ------------
     Total current assets                                                      12,016,000         19,842,000

PROPERTY, EQUIPMENT AND LEASEHOLD
   IMPROVEMENTS, NET                                                           27,870,000         26,179,000
                                                                             ------------       ------------

                                                                             $ 39,886,000       $ 46,021,000
                                                                             ============       ============

          LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:
  Accounts payable                                                           $  3,467,000       $  5,718,000
  Current portion of capital lease obligations                                    371,000            361,000
  Other current liabilities                                                     1,242,000          1,444,000
                                                                             ------------       ------------
     Total current liabilities                                                  5,080,000          7,523,000

CAPITAL LEASE OBLIGATIONS, NET OF CURRENT
   PORTION                                                                      1,293,000          1,390,000
                                                                             ------------       ------------
     Total liabilities                                                          6,373,000          8,913,000
                                                                             ------------       ------------

COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' EQUITY:
  Common stock, $.01 par value, 100,000,000 shares authorized,
    8,827,590 and 8,667,090 shares issued and outstanding                          88,000             87,000
  Additional paid-in capital                                                   42,711,000         41,928,000
  Accumulated deficit                                                          (9,286,000)        (4,907,000)
                                                                             ------------       ------------
     Total shareholders' equity                                                33,513,000         37,108,000
                                                                             ------------       ------------
                                                                             $ 39,886,000       $ 46,021,000
                                                                             ============       ============
</TABLE>


     See accompanying notes to condensed consolidated financial statements.

                                                3





<PAGE>   4

                 FAMOUS DAVE'S OF AMERICA, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                  (UNAUDITED)
                                       

<TABLE>
<CAPTION>
                                                                 THIRTEEN WEEKS ENDED
                                                          ---------------------------------
                                                               MARCH 29,          MARCH 30,
                                                                1998                1997
                                                           ------------       -------------
<S>                                                      <C>                 <C> 
SALES, NET                                                 $  7,734,000       $  2,241,000
                                                           ------------       ------------

COSTS AND EXPENSES:
  Food and beverage costs                                     2,731,000            780,000
  Labor and benefits                                          2,156,000            572,000
  Operating expenses                                          1,651,000            456,000
  Depreciation and amortization                                 436,000             75,000
  Pre-opening expenses                                          510,000             49,000
  General and administrative                                  3,055,000          1,067,000
  Provision for loss on restaurants to be disposed            1,589,000                  0
                                                           ------------       ------------
     Total costs and expenses                                12,128,000          2,999,000
                                                           ------------       ------------

LOSS FROM OPERATIONS                                         (4,394,000)          (758,000)


  Interest and other income (expense), net                      135,000            139,000
                                                           ------------       ------------

NET LOSS BEFORE CUMULATIVE EFFECT OF CHANGE IN 
  ACCOUNTING PRINCIPLE                                       (4,259,000)          (619,000)

CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE            (120,000)                 0
                                                           ------------       ------------
NET LOSS                                                   $ (4,379,000)      $   (619,000)
                                                           ============       ============

BASIC AND DILUTED NET LOSS PER COMMON SHARE BEFORE 
   CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE     $      (0.49)      $      (0.10)
                                                           ============       ============

BASIC AND DILUTED NET LOSS PER COMMON SHARE                $      (0.50)      $      (0.10)
                                                           ============       ============


WEIGHTED AVERAGE COMMON SHARES
   OUTSTANDING                                                8,761,074          6,012,613
                                                           ============       ============
</TABLE>




     See accompanying notes to condensed consolidated financial statements.


                                        4


<PAGE>   5



                 FAMOUS DAVE'S OF AMERICA, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (UNAUDITED)



<TABLE>
<CAPTION>
                                                                   THIRTEEN WEEKS ENDED
                                                           ---------------------------------
                                                               MARCH 29,          MARCH 30,
                                                                1998               1997
                                                           ---------------     -------------
<S>                                                       <C>                <C>   
CASH FLOWS FROM OPERATING
  ACTIVITIES:
Net loss                                                   $(4,379,000)      $  (619,000)
Adjustments to reconcile net loss to
cash flows from operating activities:
  Depreciation and amortization                                524,000           157,000
  Provision for loss on restaurants to be disposed           1,589,000                 0
  Write-off of certain other non-operating assets              559,000                 0
  Cumulative effect of change in accounting principle          120,000
  Changes in working capital items -
      Inventories                                             (132,000)          (19,000)
      Prepaids and other current assets                        123,000            (4,000)
      Accounts payable                                      (2,251,000)          414,000
      Other current liabilities                               (202,000)          147,000
                                                           -----------       -----------
         Cash flows from operating activities               (4,049,000)           76,000
                                                           -----------       -----------

CASH FLOWS FROM
   INVESTING ACTIVITIES:
Purchase of property, equipment
  and leasehold improvements                                (4,293,000)       (1,023,000)
Net change in available-for-sale securities                  3,239,000          (403,000)
Purchase of intangibles                                              0            (9,000)
Payment of pre-opening expenses                                      0            (8,000)
                                                           -----------       -----------
         Cash flows from investing activities               (1,054,000)       (1,443,000)
                                                           -----------       -----------

CASH FLOWS FROM
   FINANCING ACTIVITIES:
Payments on capital lease obligations                          (87,000)          (39,000)
Proceeds from exercise of stock options                        784,000            14,000
Payments on notes payable                                            0           (82,000)
                                                           -----------       -----------
         Cash flows from financing activities                  697,000          (107,000)
                                                           -----------       -----------

DECREASE IN CASH AND
  CASH EQUIVALENTS                                          (4,406,000)       (1,474,000)

CASH AND CASH EQUIVALENTS,
  BEGINNING OF PERIOD                                        7,984,000         4,907,000
                                                           -----------       -----------

CASH AND CASH EQUIVALENTS,
   END OF PERIOD                                           $ 3,578,000       $ 3,433,000
                                                           ===========       ===========

</TABLE>


        
     See accompanying notes to condensed consolidated financial statements.

                                        5




<PAGE>   6



                 FAMOUS DAVE'S OF AMERICA, INC. AND SUBSIDIARIES

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 29, 1998
                                   (UNAUDITED)

(1)   GENERAL

    The business of Famous Dave's of America, Inc. and subsidiaries (the
"Company") is to develop and operate American roadhouse-style barbeque
restaurants under the name "Famous Dave's." As of March 29, 1998, the Company
operated eighteen restaurants. As of March 30, 1997, the Company 
operated three restaurants. As of March 29, 1998, the Company had seven
additional units in development. During April and May of 1998, the Company 
opened three of these units in West Des Moines, Iowa, Naperville, Illinois, and 
Des Moines, Iowa.

(2)   BASIS OF FINANCIAL STATEMENT PRESENTATION

    The accompanying unaudited condensed financial statements have been prepared
by the Company pursuant to the rules and regulations of the Securities and
Exchange Commission. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules and
regulations. Although management believes that the disclosures are adequate to
make the information presented not misleading, it is suggested that these
interim condensed financial statements be read in conjunction with the Company's
most recent audited financial statements and notes thereto included in the
Company's Annual Report on Form 10-KSB for the fiscal year ended December 28,
1997. In the opinion of management, all adjustments (which include only normal
recurring adjustments) necessary for a fair presentation of the financial
position, results of operations and cash flows for the interim periods presented
have been made. Operating results for the thirteen weeks ended March 29, 1998
are not necessarily indicative of the results that may be expected for the
fiscal year ending January 3, 1999.

    Certain amounts in the fiscal 1997 financial statements have been
reclassified to conform to the fiscal 1998 presentation with no impact on
previously reported net loss or shareholders' equity.

(3)   INITIAL PUBLIC STOCK OFFERING/EXERCISE OF CLASS A WARRANTS

    During October and November 1996, the Company sold, in an initial public
offering, 2,645,000 units consisting of one share of common stock and one
Redeemable Class A Warrant for $6.50 per unit. Net proceeds to the Company
totaled approximately $15.2 million. Each Redeemable Class A Warrant entitled
the holder to purchase one share of common stock for $8.50 per share.

    In June 1997, the Company called for the redemption of its Class A Warrants,
giving warrant holders 30 days notice to exercise their warrants prior to
redemption by the Company. During July 1997, the warrant call was completed with
2,637,000 of the outstanding 2,645,000 warrants being exercised. Net proceeds to
the Company from such exercises totaled approximately $22.3 million. 



                                       6





<PAGE>   7


                 FAMOUS DAVE'S OF AMERICA, INC. AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                                 MARCH 29, 1998
                                   (UNAUDITED)

(4)  INCOME (LOSS) PER COMMON SHARE

     Basic earnings per share (EPS) is computed by dividing net loss by the
weighted average number of common shares outstanding during the quarter. Diluted
EPS is computed by dividing net loss by the weighted average common shares
outstanding and dilutive common equivalent shares assumed to be outstanding
during each period. Dilutive common equivalent shares have not been included in
the computation of diluted EPS because their inclusion would be antidilutive.
Antidilutive common equivalent shares issuable based on future exercise of stock
options or warrants could potentially dilute basic EPS in subsequent years.

(5)  PRE-OPENING COSTS

     In 1998, the Accounting Standards Executive Committee of the American 
Institute of Certified Public Accountants (AICPA) issued Statement of Position
98-5 ("SOP 98-5") entitled "Reporting on the Costs of Start-Up Activities." 
This accounting standard requires entities to expense as incurred all start-up
and pre-opening costs that are not otherwise capitalizable as long-lived
assets.  This new accounting standard is effective for fiscal years beginning
after December 15, 1998 with early adoption encouraged.  The Company elected to
adopt SOP 98-5 in fiscal 1998.  The cumulative effect of this change in  
accounting principle was $120,000 and is reflected in the thirteen weeks ended
March 29, 1998.  Prior to the adoption of SOP 98-5, the Company deferred
pre-opening costs until the month the related unit opened and in certain cases
prior to March 31, 1997 deferred such costs over no longer than a 12-month
period. 

(6)  PROVISION FOR LOSS ON RESTAURANTS TO BE DISPOSED 

     In March 1998, the Company implemented a plan to close two restaurants. As
part of this plan, the Company has recorded a provision of $1,589,000 to reduce
the carrying value of the assets related to these restaurants to their estimated
net realizable value.

(7)  RELATED PARTY TRANSACTIONS

     S&D LAND HOLDINGS, INC. - The Company leases the real estate for four of
its current or proposed units from S&D Land Holdings, Inc., a company wholly
owned by the Company's founding Shareholder.


(8)  INCOME TAXES

     The Company was an S Corporation through March 3, 1996. Accordingly, losses
incurred through March 3, 1996 have been recognized by the Company's founding
shareholder. From March 4, 1996 though December 28, 1997, the Company generated
a net operating loss of approximately $4,907,000 which, if not used, will expire
in 2012. During the thirteen weeks ended March 29, 1998, an additional net
operating loss of approximately $4,400,000 was generated which, if not used,
will expire in 2013. Future changes in the ownership of the Company may place
limitations on the use of these net operating loss carryforwards. The Company
has recorded a full valuation allowance against its deferred tax asset due to
the uncertainty of realizing the related benefit.

(9)  NEW ACCOUNTING PRONOUNCEMENTS

     In June 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 130, "Reporting Comprehensive Income" ("SFAS
130").  SFAS 130 establishes standards for the reporting of comprehensive
income and its components in a full set of general-purpose financial
statements.  The Company adopted SFAS 130 in fiscal 1998.  Such adoption had no
material effect on the consolidated financial statements.

     In June 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 131, "Disclosures About Segments of An
Enterprise and Related Information" ("SFAS 131"). SFAS 131 revises information
regarding the reporting of operating segments. It also establishes standards for
related disclosures about products and services, geographic areas and major
customers. The Company will adopt SFAS 131 for annual 1998 financial reporting
and has not yet evaluated the impact of such adoption on the notes to its
annual consolidated financial statements.

                                       7


<PAGE>   8



I
TEM 2.
                 FAMOUS DAVE'S OF AMERICA, INC. AND SUBSIDIARIES
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

OVERVIEW

    The business of Famous Dave's of America, Inc. and subsidiaries (the
"Company") is to develop and operate American roadhouse-style barbeque
restaurants under the name "Famous Dave's." As of March 29, 1998, the Company
operated eighteen restaurants, thirteen in Minnesota, and five in
Wisconsin with seven additional units in development in Minnesota, Iowa and
Illinois. Three of these units opened in April and May of 1998.

    The Company was formed in March 1994 and opened its first restaurant in the
Linden Hills neighborhood of Minneapolis in June 1995.  Through March 29, 1998,
the Company had opened a total of eighteen restaurants as follows:


<TABLE>
<CAPTION>
                                                                             APPROXIMATE                                           
                                                                               SQUARE                            
                LOCATION                       FORMAT                         FOOTAGE             DATE OPENED   
                --------                       ------                         -------             -----------
    <S>                                    <C>                               <C>               <C>             
     Linden Hills, Minneapolis, MN         Shack - Counter Service             2,900              June 1995      
     Roseville, MN                         Shack - Counter Service             4,800              June 1996      
     Calhoun Square, Minneapolis, MN             Blues Club                   10,500           September 1996    
     Maple Grove, MN                       Shack - Counter Service             5,200              April 1997     
     Highland Park, St. Paul, MN           Shack - Counter Service             5,200              June 1997      
     Stillwater, MN                        Shack - Counter Service             5,200              July 1997      
     Apple Valley, MN                      Shack - Counter Service             3,800              July 1997      
     Madison, WI #1                        Shack - Counter Service             4,800            August 1997      
     Grand Chute, WI                       Shack - Counter Service             2,900            October 1997     
     Forest Lake, MN                       Shack - Counter Service             4,500            October 1997     
     Winona, MN                            Shack - Counter Service             4,400           November 1997     
     Middleton, WI                         Shack - Counter Service             4,800           November 1997     
     LaCrosse, WI                          Shack - Counter Service             3,800           December 1997     
     Minnetonka, MN                             Lodge                          5,500           December 1997     
     Plymouth, MN                             Take-Out                         2,100            January 1998     
     West St. Paul, MN                     Shack - Counter Service             6,800            January 1998     
     Rochester, MN                         Shack - Full Service                5,200             March 1998      
     Janesville, WI                        Shack - Full Service                5,500             March 1998      
</TABLE>


    The future additional revenues and profits, if any, will depend upon various
factors, including additional market acceptance of the Famous Dave's concept,
the quality of the restaurant operations, the ability to successfully expand
into new markets, the ability of the Company to raise additional financing as
required and general economic conditions. There can be no assurances the Company
will successfully implement its expansion plans, in which case it will continue
to be dependent on the revenues from existing operations. The Company also faces
all of the risks, expenses and difficulties frequently encountered in connection
with the expansion and development of an expanding business. Furthermore, to the
extent that the Company's expansion strategy is successful, it must manage the
transition to multiple-site and higher-volume operations, the control of
overhead expenses and the addition of necessary personnel.

    Components of operating expenses include operating payroll and fringe
benefits, occupancy costs, repair and maintenance, and advertising and
promotion. Certain of these costs are variable and will increase with sales
volume. The primary fixed costs are corporate and restaurant management and
occupancy costs. The Company's experience is that when a new restaurant opens,
it incurs higher than normal levels of labor and food costs until operations
stabilize, usually during the first three months of operation. The Company
believes, however, that as restaurant management and staff gain experience,
labor scheduling, food cost management and operating expense control are
improved to levels similar to those at the Company's more established
restaurants.

    General and administrative expenses include all corporate and administrative
functions that serve to support existing operations and provide an
infrastructure to support future growth. Management, supervisory and staff
salaries, employee benefits, travel, recruiting, training, rent and office
supplies are major items in this category.

      The following discussion and analysis of financial condition and results
of operations should be read in conjunction with the accompanying unaudited
condensed consolidated financial statements and notes thereto and the audited
consolidated financial statements and notes thereto included in the Company's
Form 10-KSB for the fiscal year ended December 28, 1997.

                                       8

<PAGE>   9

RESULTS OF OPERATIONS

The operating results of the Company expressed as a percentage of net sales
were as follows: 


<TABLE>
<CAPTION>
                                                                               THIRTEEN WEEKS ENDED     
                                                                           ----------------------------
                                                                            MARCH 29,        MARCH 30,
                                                                              1998             1997 
                                                                           -----------     ------------
<S>                                                                        <C>             <C>                    
SALES, NET                                                                     100.0%           100.0%             
                                                                           -----------     ------------            
UNIT-LEVEL COSTS AND EXPENSES:                                                                                     

  Food and beverage costs                                                       35.3%            34.8%             
  Labor and benefits                                                            27.9%            25.5%             
  Operating expenses                                                            21.3%            20.3%             
  Depreciation and amortization                                                  5.6%             3.3%             
  Pre-opening expenses                                                           6.6%             2.3%             
                                                                           -----------      -----------            
     Total costs and expenses                                                   96.7%            86.2%             
                                                                           -----------      -----------            
                                                                                                                   
INCOME FROM UNIT-LEVEL OPERATIONS                                                3.3%            13.8%             

  General and administrative expenses                                           39.5%            47.6%             
  Provision for loss on restaurants to be disposed                              20.5%             0.0%
                                                                           -----------      -----------            
                                                                                                                   
LOSS FROM OPERATIONS                                                           (56.7%)          (33.8%)            

  Cumulative effect of change in accounting  principle                          (1.6%)                             
                                                                                                                   
  Interest and other income (expense), net                                       1.7%             6.2%            
                                                                           -----------      -----------            
                                                                                                                   
NET LOSS                                                                       (56.6%)          (27.6)            
                                                                           ===========   ==============         
</TABLE>




                                       9

<PAGE>   10


                 FAMOUS DAVE'S OF AMERICA, INC. AND SUBSIDIARIES

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
            FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)

SALES, NET

    Net sales for the thirteen weeks ended March 29, 1998 were $7,734,000
compared to $2,241,000 for the same period in 1997, a 245% increase. The
increase in net sales is primarily due to the addition of fifteen restaurants
opened during the four quarters subsequent to March 30, 1997, as well as an
increase in non-restaurant revenues. The restaurant openings were added to the
base of three restaurants open as of March 30, 1997.

SAME STORE SALES

    It is the Company's policy to include in its same store sales base,
restaurants which have been open more than eighteen months. During the first
quarter of fiscal 1998, the only two restaurants included in this base are the
Linden Hills and Roseville units. Same store sales for the first quarter of
fiscal 1998 decreased approximately 14% compared to the same period in fiscal
1997. Management believes that this decrease reflects primarily the
redistribution of customer demand because of new units opened in the
Minneapolis/St. Paul market during 1997 and 1998.

FOOD AND BEVERAGE COSTS

    Food and beverage costs for the thirteen weeks ended March 29, 1998 were
$2,731,000 or 35.3% of net sales, compared to $780,000 or 34.8% of net sales for
the same period in 1997. The increase in food and beverage costs as a percent of
net sales was primarily due to an increase in sales of lower margin retail
grocery items and initial operating inefficiencies associated with the opening
of new units, offset by reduced costs and expenses due to improved purchasing
economics, particularly contract pricing of certain pork items.

LABOR AND BENEFITS

    Labor and benefits for the thirteen weeks ended March 29, 1998 were
$2,156,000 or 27.9% of net sales, compared to $572,000 or 25.5% of net sales for
the same period in 1997. The increase in labor and benefits as a percent of net
sales was primarily attributable to initial operating inefficiencies associated
with the opening of new units.

OPERATING EXPENSES

    Operating expenses for the thirteen weeks ended March 29, 1998 were
$1,651,000 or 21.3% of net sales, compared to $456,000 or 20.3% of net sales for
the same period in 1997. The increase in operating expenses as a percent of net
sales is primarily attributable to initial distribution expenses related to
retail grocery items, as well as various increases in restaurant operating
expenses.

DEPRECIATION AND AMORTIZATION

    Unit-level depreciation and amortization for the thirteen weeks ended March
29, 1998 were $436,000 or 5.6% of net sales compared to $75,000 or 3.3%
of net sales during the same period in 1997. The increase in unit-level
depreciation and amortization results from higher construction costs associated
with units opened in fiscal 1997 and 1998. Units opened in 1996 and prior were
conversions of existing structures which generally had lower levels of
investment in relation to sales and thus lower levels of depreciation expense.


                                       10

<PAGE>   11




                 FAMOUS DAVE'S OF AMERICA, INC. AND SUBSIDIARIES
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
            FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)

PRE-OPENING EXPENSES

    Pre-opening expenses, which beginning in the first quarter of 1998 are 
charged to expense as they are incurred, were $510,000 or 6.6% of net sales for
the thirteen weeks ended March 29, 1998 compared to $49,000 or 2.3% of net sales
during the same period in 1997. Prior to March 31, 1997, these expenses were
deferred and charged to expense over no longer than a twelve-month period
following the opening of the Unit. These expenses reflect the opening of four
new units and the initial development of seven additional locations during the
first quarter of 1998.

INCOME FROM UNIT-LEVEL OPERATIONS

    Income from unit-level operations totaled $250,000 or 3.2% of net
sales, for the thirteen weeks ended March 29, 1998, compared to
$309,000, or 13.8% of net sales, in the corresponding period of 1997. Income
from unit-level operations represents income from operations before general and
administrative expenses. Although income from unit-level operations should not
be considered an alternative to income/loss from operations as a measure of the
Company's operating performance, such unit-level measurement is commonly used
as an additional measure of operating performance in the restaurant industry
and certain related industries. The change in income from unit-level
operations, both in amount and as a percent of sales, from 1997 to 1998 is
attributable to the increase in net sales from additional units opened, the
impact of pre-opening expenses, and the other changes in costs and expenses as
discussed above.

GENERAL AND ADMINISTRATIVE EXPENSES

    General and administrative expenses for the thirteen weeks ended March
29,1998 were $3,055,000 or 39.5% of net sales, compared to $1,067,000 or 47.6%
of net sales for the same period in 1997. First quarter 1998 general and
administrative expenses include a provision totaling $1,146,000 for severance
and restructuring. This amount includes severance costs, real estate costs and a
provision for write-off of a discontinued point-of-sale system. This provision
reflects the Company's adjustment of its corporate infrastructure to a reduced
level which management believes is appropriate to support its current, more
controlled plans for expansion. Management expects a continued reduction in the
percentage of general and administrative expenses to net sales during fiscal
1998.

PROVISION FOR RESTAURANT CLOSINGS

   In March 1998, the Company implemented a plan to close two restaurants. As
part of this plan, the Company has recorded a provision of $1,589,000 to lower
the carrying value of the assets of these restaurants to estimated net
realizable value.

LOSS FROM OPERATIONS

   Loss from operations totaled $4,394,000, or 56.7% of net sales, for
the thirteen weeks ended March 29, 1998 compared to $758,000, or 33.8% of
net sales, in the corresponding period of 1997. The increase in loss from
operations in 1998 compared to 1997 is primarily due to severance and 
restructuring charges of $1,146,000 or 14.8% of net sales and a
provision for restaurants to be disposed of $1,589,000 or 20.5% of net sales,
partially offset by increased income from unit-level operations from new units
opened.

INTEREST AND OTHER INCOME (EXPENSE), NET

    Interest and other income (expense), net, primarily represents interest
income received from short-term investments offset by interest expense on
capital lease obligations. Interest and other income (expense), net, decreased
to $135,000 for the thirteen weeks ended March 29, 1998 from $139,000 for the 
same period in 1997. The decrease in income in 1998 compared to 1997 was 
primarily due to the reduced level of short-term investments in 1998.

                                       11

<PAGE>   12




                 FAMOUS DAVE'S OF AMERICA, INC. AND SUBSIDIARIES
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
            FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)

NET LOSS/NET LOSS PER COMMON SHARE

   Net loss for the thirteen weeks ended March 29, 1998 was $4,379,000, or $.50
per share on 8,761,074 weighted average shares outstanding, compared to a net
loss of $619,000, or $.10 per share on 6,012,613 weighted average shares
outstanding, during the comparable period in 1997. The increase in the net loss
and the net loss per share is primarily the result of the severance and 
restructuring charge of $1,146,000 or $.13 per share and a provision for loss
on restaurants to be disposed of $1,589,000 or $.18 per share, partially offset
by increased income from unit-level operations from new units opened and other
costs and expenses discussed above.

FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES

   As of March 29, 1998, the Company held cash and short-term investments of
approximately $10.7 million compared to $18.3 million as of December 28, 1997.
As reflected in the accompanying condensed consolidated financial statements,
this decrease in cash and short-term investments during the thirteen weeks ended
March 29, 1998 primarily represents cash used for the purchase and/or
development of property, equipment and leasehold improvements (approximately
$4.3 million) and operating activities (approximately $4.0 million) partially
offset by cash proceeds of stock option exercises (approximately
$800,000).

    In June 1997, the Company called for redemption of it's Class A Warrants,
giving warrant holders 30 days notice to exercise their warrants prior to
redemption by the Company. During July 1997, the warrant call was completed with
2,637,000 of the outstanding 2,645,000 warrants being exercised. Net proceeds to
the Company from such exercises totaled approximately $22.3 million.

   To continue the Company's expansion, the Company anticipates that additional
financing will be required during fiscal 1998. The Company anticipates that
future development and expansion will be funded or financed primarily through
cash and short-term investments currently held, proceeds from the sale of
additional equity and/or debt securities, and proceeds from other forms of
financing such as sale leaseback, build to suit financing or other credit
facilities. However, there are no assurances that additional financing required
will be available on terms acceptable or favorable to the Company.

SEASONALITY

    The Company's Units typically generate higher revenues during the second and
third quarters (which are summer months for the Company's locations) than in
the first and fourth quarters (which are winter months)  as a result of its
concentration of locations in Minnesota and Wisconsin market areas.


SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

    The Private Securities Litigation Reform Act of 1995 provides a "safe
harbor" for forward-looking statements. Certain information included in this
Form 10-QSB and other materials filed or to be filed by the Company with the
Securities and Exchange Commission (as well as information included in oral
statements or other written statements made or to be made by the Company)
contain statements that are forward-looking. A number of important factors
could, individually or in the aggregate, cause actual results to differ
materially from those expressed or implied in any forward-looking statements.
Such factors include, but are not limited to, the following: competition in the
casual dining restaurant market; additional market acceptance of the Company's
concept; consumer spending trends and habits; weather conditions in the regions
in which the Company develops and operates restaurants; and laws and regulations
affecting labor and employee benefit costs. For further information regarding
these and other factors, see the Company's Annual Report on Form 10-KSB for the
fiscal year ended December 28, 1997.


                                       12


<PAGE>   13





P
ART II.   OTHER INFORMATION


Item 1.  Legal Proceedings

    The Company is not a party to any material litigation and is not aware of
any threatened litigation that would have a material adverse effect on its
business.



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

                None



Item 6.  Exhibits and Reports on Form 8-K

         (a)    Exhibits

                27   Financial Data Schedule

         (b)    Reports on Form 8-K

                None


                                       13

<PAGE>   14





SIGNATURES


In accordance with the requirements of the Exchange Act, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.


                                             FAMOUS DAVE'S OF AMERICA, INC.


                                             /s/ Douglas S. Lanham
                                             ---------------------------------
                                             Douglas S. Lanham
                                             President, Chief Executive Officer
                                             and Chief Operating Officer



                                             /s/ Daniel F. Moorse
                                             ---------------------------------
                                             Daniel F. Moorse
                                             Corporate Controller and Acting
                                             Chief Financial Officer
                                             (Principal Financial and Accounting
                                             Officer)





Date:  May 13, 1998


                                       14


















<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FAMOUS
DAVE'S OF AMERICA, INC. AND SUBSIDIARY CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS FOR THE THIRTEEN WEEKS ENDED MARCH 29, 1998 AS FILED ON FORM 10-QSB
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH 10-QSB
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          JAN-03-1999
<PERIOD-START>                             DEC-29-1997
<PERIOD-END>                               MAR-29-1998
<CASH>                                       3,578,000
<SECURITIES>                                 7,089,000
<RECEIVABLES>                                        0
<ALLOWANCES>                                         0
<INVENTORY>                                    603,000
<CURRENT-ASSETS>                            12,016,000
<PP&E>                                      29,458,000
<DEPRECIATION>                               1,588,000
<TOTAL-ASSETS>                              39,886,000
<CURRENT-LIABILITIES>                        5,080,000
<BONDS>                                      1,293,000
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                          0
<COMMON>                                    42,799,000
<OTHER-SE>                                 (9,286,000)
<TOTAL-LIABILITY-AND-EQUITY>                39,886,000
<SALES>                                      7,734,000
<TOTAL-REVENUES>                             7,734,000
<CGS>                                        2,731,000
<TOTAL-COSTS>                               12,128,000
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                           (135,000)
<INCOME-PRETAX>                            (4,259,000)
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                        (4,259,000)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                      120,000
<NET-INCOME>                               (4,379,000)
<EPS-PRIMARY>                                    (.50)
<EPS-DILUTED>                                    (.50)
        

</TABLE>