##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 For the Quarterly Period Ended September 30, 2007
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 Commission File No. 0-21625
 
 FAMOUS DAVES of AMERICA, INC.
  Minnesota
    
    41-1782300(State or other jurisdiction of 
incorporation or organization)
    
    (I.R.S. Employer
Identification No.)
 12701 Whitewater Drive, Suite 200
Minnetonka, MN 55343
  (952) 294-1300
 þ o
  o þ o
 o þ




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FAMOUS DAVES OF AMERICA, INC.
TABLE OF CONTENTS
 PagePART I FINANCIAL INFORMATIONItem 1 Consolidated Financial StatementsConsolidated Balance Sheets As of September 30, 2007 and December 31, 2006
    
    
    3Consolidated Statements of Operations
For the three and nine months ended September 30, 2007
and October 1, 2006
    
    
    4Consolidated Statements of Cash Flows
For the nine months ended September 30, 2007 and October
1, 2006
    
    
    5Notes to Consolidated Financial Statements
    
    
    6Item 2 Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    16Item 3 Quantitative and Qualitative Disclosures About Market Risk
    
    
    26Item 4 Controls and Procedures
    
    
    27PART II OTHER INFORMATIONItem 1 Legal Proceedings
    
    
    28Item 2 Purchases of Equity Securities by the Issuer
    
    
    28Item 5 Other Events
    
    
    28Item 6 Exhibits
    
    
    29SIGNATURESCERTIFICATIONSAmendment to 1995 Stock Option and Compensation Plan302 Certification of Chief Executive Officer302 Certification of Chief Financial Officer906 Certification of CEO and CFO
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FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
 
 CONSOLIDATED BALANCE SHEETS
 September 30, 2007 and December 31, 2006
 (in thousands, except share and per-share data)
 (Unaudited)
 September 30,
    
    
    December 31,2007
    
    
    2006ASSETSCurrent assets:Cash and cash equivalents
    
    $
    3,316
    
    
    $
    1,049Restricted cash
    
    
    1,415
    
    
    
    1,425Accounts receivable, net
    
    
    3,471
    
    
    
    3,337Inventories
    
    
    1,787
    
    
    
    1,765Deferred tax asset
    
    
    1,460
    
    
    
    3,234Prepaid expenses and other current assets
    
    
    1,618
    
    
    
    1,576Notes receivable
    
    
    201
    
    
    
    544Total current assets
    
    
    13,268
    
    
    
    12,930Property, equipment and leasehold improvements, net
    
    
    53,521
    
    
    
    50,037Other assets:Notes receivable, less current portion
    
    
    1,112
    
    
    
    1,183Deferred tax asset, less current portion
    
    
    889
    
    
    
    889Other assets
    
    
    627
    
    
    
    603$
    69,417
    
    
    $
    65,642LIABILITIES AND SHAREHOLDERS EQUITYCurrent liabilities:Line of credit
    
    $
    4,000
    
    
    
    Current portion of long-term debt
    
    
    264
    
    
    
    302Accounts payable
    
    
    5,764
    
    
    
    5,248Accrued compensation and benefits
    
    
    3,775
    
    
    
    3,399Other current liabilities
    
    
    4,146
    
    
    
    3,858Total current liabilities
    
    
    17,949
    
    
    
    12,807Long-term liabilities:Long-term debt, less current portion
    
    
    6,969
    
    
    
    8,119Financing leases
    
    
    4,500
    
    
    
    4,500Other liabilities
    
    
    4,920
    
    
    
    4,381Total liabilities
    
    
    34,338
    
    
    
    29,807Shareholders equity:Common stock, $.01 par value, 100,000,000 shares authorized
9,819,000 and 10,130,000 shares issued and outstanding at
September 30, 2007 and December 31, 2006, respectively
    
    
    98
    
    
    
    101Additional paid-in capital
    
    
    27,064
    
    
    
    32,863Retained earnings
    
    
    7,917
    
    
    
    2,871Total shareholders equity
    
    
    35,079
    
    
    
    35,835$
    69,417
    
    
    
    65,642
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##### Table of Contents



FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
 
 CONSOLIDATED STATEMENTS OF OPERATIONS
 September 30, 2007 and October 1, 2006
 (in thousands, except share and per share data)
 (Unaudited)
 Three Months Ended
    
    
    Nine Months EndedSeptember 30,
    
    
    October 1,
    
    
    September 30,
    
    
    October 1,2007
    
    
    2006
    
    
    2007
    
    
    2006Revenue:Restaurant sales, net
    
    $
    27,168
    
    
    $
    26,476
    
    
    $
    80,835
    
    
    $
    76,164Franchise royalty revenue
    
    
    4,113
    
    
    
    3,613
    
    
    
    11,894
    
    
    
    10,323Franchise fee revenue
    
    
    437
    
    
    
    524
    
    
    
    993
    
    
    
    1.490Licensing and other revenue
    
    
    184
    
    
    
    199
    
    
    
    718
    
    
    
    663Total revenue
    
    
    31,902
    
    
    
    30,812
    
    
    
    94,440
    
    
    
    88,640Costs and expenses:Food and beverage costs
    
    
    8,231
    
    
    
    8,034
    
    
    
    24,503
    
    
    
    23,070Labor and benefits
    
    
    8,270
    
    
    
    8,003
    
    
    
    24,073
    
    
    
    22,567Operating expenses
    
    
    6,782
    
    
    
    6,382
    
    
    
    20,236
    
    
    
    19,011Depreciation and amortization
    
    
    1,093
    
    
    
    1,099
    
    
    
    3,348
    
    
    
    3,289General and administrative
    
    
    4,247
    
    
    
    3,967
    
    
    
    12,943
    
    
    
    11,662Asset impairment and estimated
lease termination and other
closing costs
    
    
    
    
    
    
    332
    
    
    
    
    
    
    
    1,116Pre-opening expenses
    
    
    349
    
    
    
    49
    
    
    
    391
    
    
    
    448Net loss on disposal of
property and
sale of restaurant
    
    
    10
    
    
    
    50
    
    
    
    110
    
    
    
    64Total costs and expenses
    
    
    28,982
    
    
    
    27,916
    
    
    
    85,604
    
    
    
    81,227Income from operations
    
    
    2,920
    
    
    
    2,896
    
    
    
    8,836
    
    
    
    7,413Other income (expense):Loss on early extinguishment
of debt
    
    
    
    
    
    
    
    
    
    
    (12
    )
    
    
    (148
    )Interest expense
    
    
    (399
    )
    
    
    (417
    )
    
    
    (1,202
    )
    
    
    (1,349
    )Interest income
    
    
    70
    
    
    
    83
    
    
    
    223
    
    
    
    278Other (expense) income, net
    
    
    (6
    )
    
    
    5
    
    
    
    36
    
    
    
    (41
    )Total other expense
    
    
    (335
    )
    
    
    (329
    )
    
    
    (955
    )
    
    
    (1,260
    )Income before income taxes
    
    
    2,585
    
    
    
    2,567
    
    
    
    7,881
    
    
    
    6,153Income tax provision
    
    
    (940
    )
    
    
    (970
    )
    
    
    (2,835
    )
    
    
    (2,290
    )Net income
    
    $
    1,645
    
    
    $
    1,597
    
    
    $
    5,046
    
    
    $
    3,863Basic net income per
common share
    
    $
    0.17
    
    
    $
    0.15
    
    
    $
    0.50
    
    
    $
    0.37Diluted net income per
common share
    
    $
    0.16
    
    
    $
    0.15
    
    
    $
    0.49
    
    
    $
    0.35Weighted average common shares
outstanding  basic
    
    
    9,932,000
    
    
    
    10,438,000
    
    
    
    10,043,000
    
    
    
    10,539,000Weighted average common shares
outstanding  diluted
    
    
    10,285,000
    
    
    
    10,778,000
    
    
    
    10,396,000
    
    
    
    10,888,000
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FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
 
 CONSOLIDATED STATEMENTS OF CASH FLOWS
 September 30, 2007 and October 1, 2006
 (in thousands)
 (Unaudited)
 Nine Months EndedSeptember 30,
    
    
    October 1,2007
    
    
    2006Cash flows from operating activities:Net income
    
    $
    5,046
    
    
    $
    3,863Adjustments to reconcile net income to cash flows provided by
operations:Depreciation and amortization
    
    
    3,348
    
    
    
    3,289Amortization of deferred financing costs
    
    
    42
    
    
    
    43Loss on early extinguishment of debt
    
    
    12
    
    
    
    148Loss on disposal of property and sale of restaurant, net
    
    
    110
    
    
    
    64Gain on reduction of liability
    
    
    (49
    )
    
    
    Asset impairment and estimated lease termination and other closing costs
    
    
    
    
    
    
    1,116Deferred income taxes
    
    
    1,774
    
    
    
    1,501Deferred rent
    
    
    431
    
    
    
    388Stock-based compensation
    
    
    1,470
    
    
    
    1,096Changes in operating assets and liabilities:Restricted cash
    
    
    10
    
    
    
    607Accounts receivable, net
    
    
    (134
    )
    
    
    64Inventories
    
    
    (60
    )
    
    
    (104
    )Prepaid expenses and other current assets
    
    
    (120
    )
    
    
    126Accounts payable
    
    
    516
    
    
    
    (58
    )Accrued compensation and benefits
    
    
    223
    
    
    
    1,017Other current liabilities
    
    
    (133
    )
    
    
    (28
    )Long-term deferred compensation
    
    
    108
    
    
    
    Cash flows provided by operations
    
    
    12,594
    
    
    
    13,132Cash flows from investing activities:Purchases of property, equipment and leasehold improvements
    
    
    (8,184
    )
    
    
    (5,808
    )Sale of restaurant to franchise partner
    
    
    1,753
    
    
    
    Payments received on notes receivable
    
    
    124
    
    
    
    171Cash flows used for investing activities
    
    
    (6,307
    )
    
    
    (5,637
    )Cash flows from financing activities:Proceeds from draws on line of credit
    
    
    9,500
    
    
    
    Payments on line of credit
    
    
    (5,500
    )
    
    
    Payment for debt issuance costs
    
    
    
    
    
    
    (34
    )Payments on long-term debt
    
    
    (1,188
    )
    
    
    (3,381
    )Proceeds from exercise of stock options
    
    
    215
    
    
    
    395Tax benefit of stock options exercised
    
    
    164
    
    
    
    258Repurchase of common stock
    
    
    (7,211
    )
    
    
    (5,265
    )Cash flows used for financing activities
    
    
    (4,020
    )
    
    
    (8,027
    )Increase (decrease) in cash and cash equivalents
    
    
    2,267
    
    
    
    (532
    )Cash and cash equivalents, beginning of period
    
    
    1,049
    
    
    
    4,410Cash and cash equivalents, end of period
    
    $
    3,316
    
    
    $
    3,878
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FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
 
 NOTES TO CONSOLIDATED FINANACIAL STATEMENTS
 (1) Basis of Presentation
    (2) Net Income Per Common Share
   Three Months
    
    
    Nine MonthsEnded
    
    
    EndedSeptember 30,
    
    
    October 1,
    
    
    September 30,
    
    
    October 1,(in thousands, except per-share data)
    
    2007
    
    
    2006
    
    
    2007
    
    
    2006Net income per common share  basic:Net income
    
    $
    1,645
    
    
    $
    1,597
    
    
    $
    5,046
    
    
    $
    3,863Weighted average shares outstanding
    
    
    9,932
    
    
    
    10,438
    
    
    
    10,043
    
    
    
    10,539Net income per common share  basic
    
    $
    0.17
    
    
    $
    0.15
    
    
    $
    0.50
    
    
    $
    0.37Net income per common share  diluted:Net income
    
    $
    1,645
    
    
    $
    1,597
    
    
    $
    5,046
    
    
    $
    3,863Weighted average shares outstanding
    
    
    9,932
    
    
    
    10,438
    
    
    
    10,043
    
    
    
    10,539Dilutive impact of common stock
equivalents outstanding
    
    
    353
    
    
    
    340
    
    
    
    353
    
    
    
    349Adjusted weighted average shares outstanding
    
    
    10,285
    
    
    
    10,778
    
    
    
    10,396
    
    
    
    10,888Net income per common share  diluted
    
    $
    0.16
    
    
    $
    0.15
    
    
    $
    0.49
    
    
    $
    0.35
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FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANACIAL STATEMENTS (CONTINUED)
 (3) Public Relations and Marketing Development Fund and Restricted Cash
  (4) Credit Facility
     7




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FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANACIAL STATEMENTS (CONTINUED)
 (5) Stock Options, Performance Shares, Other Forms of Compensation, and Common Share
Repurchases
  Stock Options
  Weighted Average(number of options in thousands)
    
    Number of Options
    
    
    Exercise PriceOutstanding at December 31, 2006
    
    
    728
    
    
    $
    5.24Granted
    
    
    
    
    
    
    Exercised
    
    
    (15
    )
    
    
    6.83Canceled or expired
    
    
    
    
    
    
    Outstanding at April 1, 2007
    
    
    713
    
    
    $
    5.21Granted
    
    
    
    
    
    $
    Exercised
    
    
    (12
    )
    
    
    4.91Canceled or expired
    
    
    (2
    )
    
    
    6.50Outstanding at July 1, 2007
    
    
    699
    
    
    $
    5.21Granted
    
    
    
    
    
    $
    Exercised
    
    
    (9
    )
    
    
    6.08Canceled or expired
    
    
    
    
    
    
    Outstanding at September 30, 2007
    
    
    690
    
    
    $
    5.20Exercisable at September 30, 2007
    
    
    612
    
    
    $
    5.12
 Performance Shares
  8




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FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANACIAL STATEMENTS (CONTINUED)
 (5) Stock Options, Performance Shares, Other Forms of Compensation, and Common Share Repurchases
(continued)
    Deferred Stock Unit Plan
   9




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FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANACIAL STATEMENTS (CONTINUED)
 (5)
    
    Stock Options, Performance Shares, Other Forms of Compensation, and Common Share
Repurchases (continued)
    Board of Directors Compensation
   10




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FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANACIAL STATEMENTS (CONTINUED)
 (5) Stock Options, Performance Shares, Other Forms of Compensation, and Common Share
Repurchases (continued)
  Stock-based Compensation
 Three Months Ended
    
    
    Nine Months EndedSeptember 30,
    
    
    October 1,
    
    
    September 30,
    
    
    October 1,(in thousands)
    
    2007
    
    
    2006
    
    
    2007
    
    
    2006Performance Share
Programs:Fiscal 2004
 2006
    
    $
    
    
    
    $
    8
    
    
    $
    
    
    
    $
    33Fiscal 2005
 2007
    
    
    52
    
    
    
    100
    
    
    
    236
    
    
    
    318Fiscal 2006
 2008
    
    
    58
    
    
    
    61
    
    
    
    193
    
    
    
    209Fiscal 2007
 2009
    
    
    139
    
    
    
    
    
    
    
    439
    
    
    
    Performance Shares
    
    $
    249
    
    
    
    169
    
    
    $
    868
    
    
    $
    560Director Shares
    
    
    119
    
    
    
    114
    
    
    
    359
    
    
    
    190Stock Options
    
    
    79
    
    
    
    105
    
    
    
    243
    
    
    
    321Deferred Stock Units
    
    
    (23
    )
    
    
    15
    
    
    
    (9
    )
    
    
    24$
    424
    
    
    $
    403
    
    
    $
    1,461
    
    
    $
    1,095
 Common Share Repurchases
   (6) Retirement Savings Plans
 401(k) Plan
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FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANACIAL STATEMENTS (CONTINUED)
 (6) Retirement Savings Plans (continued)
 Non-Qualified Deferred Compensation Plan
     (7) Acquisition of Florence, Kentucky Restaurant
  12




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FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANACIAL STATEMENTS (CONTINUED)
 (8) Payoff of Notes Payable
   (9) Sale of Rogers, Arkansas Restaurant
  (10) Asset Impairment and Estimated Lease Termination and Other Closing Costs
  13




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FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANACIAL STATEMENTS (CONTINUED)
 (11) Supplemental Cash Flow Information
 Nine Months EndedSeptember 30,
    
    
    October 1,(in thousands)
    
    2007
    
    
    2006Cash paid for interest
    
    $
    1,049
    
    
    $
    1,229Cash paid for taxes
    
    $
    1,419
    
    
    $
    704Non-cash investing and financing activities:Reclassification of accounts receivable to assets held for sale
    
    $
    
    
    
    $
    178Reclassification of other current assets to assets held for sale
    
    $
    
    
    
    $
    776Reclassification of other current liabilities to assets held
for sale
    
    $
    19
    
    
    $
    13Accrual for property and equipment purchases
    
    $
    1,268
    
    
    $
    398Reclassification of additional-paid-in-capital to payroll taxes
payable for performance shares issued
    
    $
    153
    
    
    $
    Deferred tax asset related to tax benefit of stock options
exercised
    
    $
    (164
    )
    
    $
    (258
    )Issuance of common stock to independent board members
    
    $
    478
    
    
    $
    303Redemption of note receivable by common stock buyback
    
    $
    289
    
    
    $
    
 (12) Income Taxes  Adoption of Financial Interpretation (FIN) No. 48
 Accounting for Uncertainty in Income Taxes an Interpretation of FASB
Statement No. 109. Accounting for Income Taxes,
     14




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FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANACIAL STATEMENTS (CONTINUED)
 (13) Notes Receivable
  (14) Recent Accounting Pronouncements
 The Fair Value Option for Financial Assets
and Financial Liabilities  Including an Amendment of SFAS No. 115.
 Fair Value Measurements
 15




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FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
 
 Item 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 OVERVIEW
  Fiscal Year
 st
 Revenue
  Costs and Expenses
  16




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FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
 General and Administrative Expenses
  (3)
 OPERATING RESULTS
 Three Months
    
    Nine MonthsEnded
    
    EndedSeptember 30,
    
    October 1,
    
    September 30,
    
    October 1,2007
    
    2006
    
    2007
    
    2006Food and beverage costs (1)
    
    
    30.3
    %
    
    
    30.3
    %
    
    
    30.3
    %
    
    
    30.3
    %Labor and benefits (1)
    
    
    30.4
    %
    
    
    30.2
    %
    
    
    29.8
    %
    
    
    29.6
    %Operating expenses (1)
    
    
    25.0
    %
    
    
    24.1
    %
    
    
    25.0
    %
    
    
    25.0
    %Depreciation & amortization (restaurant level) (1)
    
    
    3.6
    %
    
    
    3.7
    %
    
    
    3.7
    %
    
    
    3.8
    %Depreciation & amortization (corporate level) (2)
    
    
    0.4
    %
    
    
    0.4
    %
    
    
    0.4
    %
    
    
    0.4
    %General and administrative (2)
    
    
    13.3
    %
    
    
    12.9
    %
    
    
    13.7
    %
    
    
    13.2
    %Impairment and estimated lease termination and
other closing costs (1)
    
    
    
    
    
    
    1.3
    %
    
    
    
    
    
    
    1.5
    %Pre-opening expenses and net loss on disposal
of property(1)
    
    
    1.3
    %
    
    
    0.4
    %
    
    
    0.6
    %
    
    
    0.7
    %Total costs and expenses (2)
    
    
    90.8
    %
    
    
    90.6
    %
    
    
    90.6
    %
    
    
    91.6
    %Income from operations (2)
    
    
    9.2
    %
    
    
    9.4
    %
    
    
    9.4
    %
    
    
    8.4
    %
 
 (1)
    
    As a percentage of restaurant sales, net(2)
    
    As a percentage of total revenue(3)
    
    Data regarding our restaurant operations as presented in the table, includes sales,
costs and expenses associated with our Rib Team,
which netted to a loss of $4,000 and income of $25,000 for the three months ended September 30,
2007 and October 1, 2006, respectively. The Rib Team netted to a loss of $54,000 and income of
$2,000 for the nine months ended September 30, 2007 and October 1, 2006, respectively. Our Rib
Team travels around the country introducing people to our brand of barbeque and builds brand
awareness.  Total Revenue
  17




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FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
 Restaurant Sales, net
  Franchise-Related Revenue
  Licensing and Other Revenue
  Same Store Net Sales
   18




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FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
   Average Weekly Net Sales and Operating Weeks
  Three Months Ended
    
    Nine Months EndedSeptember 30,
    
    October 1,
    
    September 30,
    
    October 1,2007
    
    2006
    
    2007
    
    2006Average Weekly Net
Sales:Company-Owned
    
    $
    51,667
    
    
    $
    50,285
    
    
    $
    50,907
    
    
    $
    48,625Full-Service
    
    $
    53,426
    
    
    $
    51,743
    
    
    $
    52,839
    
    
    $
    50,192Counter-Service
    
    $
    41,648
    
    
    $
    41,972
    
    
    $
    39,781
    
    
    $
    39,741Franchise-Operated
    
    $
    58,196
    
    
    $
    59,502
    
    
    $
    58,346
    
    
    $
    59,694Operating Weeks:Company-Owned
    
    
    522
    
    
    
    523
    
    
    
    1,582
    
    
    
    1,560Franchise-Operated
    
    
    1,443
    
    
    
    1,240
    
    
    
    4,155
    
    
    
    3,535
  Food and Beverage Costs
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FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
  Labor and Benefits Costs
  Operating Expenses
   Depreciation and Amortization
  20




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##### Table of Contents



FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
 General and Administrative Expenses
  Asset Impairment and Estimated Lease Termination and Other Closing Costs
  Pre-opening Expenses
  Net Loss on Disposal of Property and Sale of Restaurant
  21




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##### Table of Contents



FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
 Loss on Early Extinguishment of Debt
   Interest Expense
  Interest Income
  Other Income (Expense), net
  Income Taxes  Adoption of Financial Interpretation (FIN) No. 48
 Accounting for Uncertainty in Income Taxes an Interpretation of FASB
Statement No. 109. Accounting for Income Taxes,
 22




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##### Table of Contents



FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
     Provision for
Income Taxes
  Basic and Diluted Net Income Per Common Share
   23




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##### Table of Contents



FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
 Financial Condition, Liquidity and Capital Resources
        24




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##### Table of Contents



FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
  Off-Balance Sheet Arrangements
  Contractual Obligations
   Critical Accounting Policies
  Forward-Looking Information
   25




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##### Table of Contents



FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
  Additional Information on Famous Daves
 http://www.sec.gov
  www.famousdaves.com
 
 Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
   26




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##### Table of Contents



FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
 
 Item 4. CONTROLS AND PROCEDURES
   27




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##### Table of Contents



FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
 
 PART II. OTHER INFORMATION
 
 Item 1. LEGAL PROCEEDINGS
  
 Item 2. PURCHASES OF EQUITY SECURITIES BY THE ISSUER
    Maximum NumberTotal Number of
    
    (or ApproximateShares
    
    Dollar Value) of(or Units)
    
    SharesTotal

    
    Average
    
    Purchased as Part
    
    (or Units)Number of
    
    Price Paid
    
    of Publicly
    
    that May Yet beShares
    
    per Share(1)
    
    Announced Plans or
    
    Purchased Under thePeriod
    
    (or Units) Purchased
    
    (or Unit)
    
    Programs
    
    Plans or ProgramsMonth #7
(July 2, 2007  July 29, 2007)
    
    
    13,000
    
    
    $
    22.25
    
    
    
    776,122
    
    
    
    223,878Month #8
(July 30, 2007  August 26, 2007)
    
    
    120,409
    
    
    $
    18.66
    
    
    
    896,531
    
    
    
    103,469Month #9
(August 27, 2007  September 30,
2007)
    
    
    103,469
    
    
    $
    19.20
    
    
    
    1,000,000
    
    
    
    0
 
 (1)
    
    Excluding Commissions 
 Item 5. Other Events
  28




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FAMOUS DAVES OF AMERICA, INC. AND SUBSIDIARIES
 
 Item 6. EXHIBITS
 10.1
    
    Amendment to 1995 Stock Option and Compensation Plan.31.1
    
    Certification of Chief Executive Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.31.2
    
    Certification of Chief Financial Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.32.1
    
    Certification of Chief Executive Officer and Chief Financial Officer pursuant
to 18 U.S.C. 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
 29




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##### Table of Contents



SIGNATURES
  FAMOUS DAVES OF AMERICA, INC.
(Registrant)
 Dated:  November 9, 2007
    By:
    /s/ David GoronkinDavid GoronkinPresident and Chief Executive Officer

(Principal Executive Officer)Dated:  November 9, 2007
    
    /s/ Diana Garvis PurcelDiana Garvis PurcelChief Financial Officer and Secretary
(Principal Financial and Accounting Officer)