<PAGE>   1

                                  United States
                       Securities and Exchange Commission
                             Washington, D.C. 20549

                                    FORM 10-Q


(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

For the quarterly period ended: May 1, 1999

                                       OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

For the transition period from __________________ to ________________.


                           Commission File No. 0-21597

                               MAZEL STORES, INC.
             ------------------------------------------------------
             (Exact name of Registrant as specified in its charter)

             Ohio                                                34-1830097
-------------------------------                              -------------------
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                               Identification No.)

                                31000 Aurora Road
                                Solon, Ohio 44139
                    ----------------------------------------
                    (Address of principal executive offices)
                                   (Zip Code)

                                  440-248-5200
              ----------------------------------------------------
              (Registrant's telephone number, including area code)


              ----------------------------------------------------
              (Former name, former address and former fiscal year,
                          if changed since last report)

       Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
during the preceding 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  *  No
                                        ---    ---

       Indicate the number of shares outstanding of each of the issuer's common
stock, as of the latest practical date.

       Common Shares, no par value, outstanding as of May 28, 1999: 9,141,798.



                                     1 of 16
<PAGE>   2

                       MAZEL STORES, INC. AND SUBSIDIARIES


                                      INDEX



                                                                        Page No.
                                                                        --------

        PART I - FINANCIAL INFORMATION

Item 1. Consolidated Financial Statements (unaudited)

        Consolidated Balance Sheets as of
        May 1, 1999 and January 30, 1999                                    4

        Consolidated Statements of Operations
        for the thirteen week periods ended
        May 1, 1999 and May 2, 1998                                         5

        Consolidated Statements of Cash Flows
        for the thirteen week periods ended
        May 1, 1999 and May 2, 1998                                         6

        Notes to Consolidated Financial Statements                          7

Item 2. Management's Discussion and Analysis of Financial
        Condition and Results of Operations                                 9


        PART II - OTHER INFORMATION

        Items 1-6.                                                         15

        Signatures                                                         16



                                     2 of 16
<PAGE>   3

                         PART I - FINANCIAL INFORMATION

              ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

      The Registrant's Consolidated Financial Statements follow this page.



                                     3 of 16
<PAGE>   4

                               MAZEL STORES, INC.

                           CONSOLIDATED BALANCE SHEETS
                             (DOLLARS IN THOUSANDS)


                                                          May 1,     January 30,
                                                           1999         1999
                                                       -----------   -----------
                                                       (Unaudited)

ASSETS

Current assets
  Cash and cash equivalents                              $ 2,289        1,668
  Accounts receivable-trade, less allowance
    for doubtful accounts of $370 and $195,
    respectively                                          12,881       12,819
  Notes and other receivables                                208          223
  Inventories                                             70,668       60,789
  Prepaid expenses                                         4,045        3,140
  Deferred income taxes                                    3,389        3,389
                                                        --------      -------
        Total current assets                              93,480       82,028

Equipment, furniture, and leasehold improvements, net     17,732       17,268
Other assets                                               4,365        4,205
Investment in VCM, Ltd.                                    8,340        8,401
Notes and accounts receivable-related parties              3,304        6,953
Goodwill, net                                             10,309       10,388
Deferred income taxes                                      1,752        1,752
                                                        --------      -------
                                                        $139,282      130,995
                                                        ========      =======

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities
  Current portion of long-term debt                     $  2,017        2,017
  Accounts payable                                        21,225       21,882
  Accrued expenses                                         3,421        3,432
  Other current liabilities                                  927          737
                                                        --------      -------
        Total current liabilities                         27,590       28,068

Revolving line of credit                                  24,523       15,448
Long-term debt, net of current portion                     6,033        6,537
Other liabilities                                          3,028        2,912
                                                        --------      -------
        Total liabilities                                 61,174       52,965

Stockholders' equity
  Preferred stock, no par value; 2,000,000 shares
    authorized; no shares issued or outstanding               --           --
  Common stock, no par value; 14,000,000 shares
    authorized; 9,141,800 shares issued and
    outstanding in both periods                           64,320       64,320
  Retained earnings                                       13,788       13,710
                                                        --------      -------
        Total stockholders' equity                        78,108       78,030
Commitments and contingencies
                                                        --------      -------
                                                        $139,282      130,995
                                                        ========      =======

           See accompanying notes to consolidated financial statements



                                     4 of 16
<PAGE>   5

                               MAZEL STORES, INC.

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

                  (DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)


                                                          Thirteen Weeks Ended
                                                        ------------------------
                                                          May 1,        May 2,
                                                           1999          1998
                                                        ----------    ----------

Net sales                                               $   59,308       48,907
Cost of sales                                               38,177       31,586
                                                        ----------    ---------
    Gross profit                                            21,131       17,321
Selling, general, and administrative expense                20,410       15,213
                                                        ----------    ---------
    Operating profit                                           721        2,108
Other income (expense)
  Interest expense, net                                       (530)        (432)
  Other                                                        (61)        (140)
                                                        ----------    ---------
    Income before income taxes                                 130        1,536
Income tax expense                                              52          614
                                                        ----------    ---------
    Net income                                          $       78          922
                                                        ==========    =========

Net income per share (basic)                            $     0.01         0.10
Net income per share (diluted)                          $     0.01         0.10

Average shares outstanding (basic)                       9,141,800    9,141,000
Average shares outstanding (diluted)                     9,147,800    9,191,000


           See accompanying notes to consolidated financial statements



                                     5 of 16
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                               MAZEL STORES, INC.

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

                             (DOLLARS IN THOUSANDS)

                                                         Thirteen Weeks Ended
                                                        ------------------------
                                                         May 1,          May 2,
                                                          1999            1998
                                                        --------         -------
Cash flows from operating activities
  Net income                                            $     78            922
  Adjustments to reconcile net income to net
    cash used in operating activities
      Depreciation and amortization                          889            556
      Equity in net loss from VCM, Ltd.                       61            141
      Changes in operating assets and liabilities
        Accounts receivable - trade                          (62)           448
        Notes and other receivables                           15            128
        Inventories                                       (9,879)        (8,794)
        Prepaid expenses                                    (905)          (553)
        Other assets                                       3,583           (462)
        Accounts payable                                    (657)         6,273
        Accrued expenses and other liabilities               295            106
                                                        --------         ------
          Net cash used in operating activities           (6,582)        (1,235)
                                                        --------         ------

Cash flows from investing activities
  Capital expenditures                                    (1,143)        (2,005)
  Cash paid for lease acquisitions                          (225)        (1,270)
                                                        --------         ------
          Net cash used in investing activities           (1,368)        (3,275)
                                                        --------         ------
Cash flows from financing activities
  Debt repayments                                        (11,854)        (9,040)
  Debt borrowings                                         20,425         13,968
  Sale of common shares, net                                  --             18
                                                        --------         ------
          Net cash provided by financing activities        8,571          4,946
                                                        --------         ------

Net increase in cash and cash equivalents                    621            436
Cash and cash equivalents at beginning of period           1,668          1,240
                                                        --------         ------
Cash and cash equivalents at end of period              $  2,289          1,676
                                                        ========         ======

Supplemental disclosures
  Cash paid for interest                                $    413            386
  Cash paid for income taxes                            $    150            565
                                                        ========         ======

           See accompanying notes to consolidated financial statements



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<PAGE>   7

                               MAZEL STORES, INC.

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
            FOR THE THIRTEEN WEEKS ENDED MAY 1, 1999 AND MAY 2, 1998

                  (DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)


(1) Basis of Presentation

The consolidated financial statements for the thirteen week periods ended May 1,
1999 and May 2, 1998 (fiscal first quarters), respectively, represent the
consolidated retail and wholesale operations of Mazel Stores, Inc. All
significant intercompany accounts and transactions are eliminated in the
consolidated financial statements.

In the opinion of management, this information includes all adjustments that are
normal and recurring in nature and necessary to present fairly the results of
the interim periods shown in accordance with generally accepted accounting
principles. Operating results for the interim period are not necessarily
indicative of the results that may be expected for the full fiscal year.

The unaudited interim consolidated financial statements have been prepared using
the same accounting principles that were used in the preparation of the
Company's Annual Report on Form 10-K for the fiscal year ended January 30, 1999
and should be read in conjunction with the consolidated financial statements and
the notes thereto.

(2) Investment in VCM, Ltd.

On August 3, 1997, the Company commenced the operation of VCM, Ltd. ("VCM"), a
50 percent owned joint venture with Value City Department Stores, whereby VCM
operates the toy, sporting goods, and expanded health and beauty care
departments for the Value City Department Stores chain. The Company coordinates
merchandise purchasing on behalf of VCM, some of which is sourced from the
Company's wholesale segment. The Company's original investment in VCM, which is
accounted for under the equity method, was $9,637. In addition to its 50 percent
equity share of VCM's net profit or loss, the Company receives a management fee
equal to three percent of net sales.



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<PAGE>   8

(3) Earnings Per Share

The following data shows the amounts used in computing earnings per share and
the effect on the weighted-average number of shares of dilutive potential common
stock.

                                                          Thirteen Weeks Ended
                                                        ------------------------
                                                          May 1,         May 2,
                                                           1999           1998
                                                        ----------     ---------
NUMERATOR:
Net income available to Common shareholders used
  in basic and diluted net income per share             $       78           922

DENOMINATOR:
Weighted-average number of Common Shares used
  in basic earnings per share                            9,141,800     9,141,000
Net dilutive effect of stock options                         6,000        50,000
                                                        ----------     ---------

Weighted-average number of Common Shares and
  dilutive potential Common Shares used in diluted
  net income per share                                   9,147,800     9,191,000
                                                        ==========     =========

Basic net income per share                                  $ 0.01          0.10
Diluted net income per share                                $ 0.01          0.10



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<PAGE>   9

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

OVERVIEW

The Company consists of two complementary operations: (i) a major regional
closeout retail business; and (ii) one of the nation's largest closeout
wholesale business. The Company sells quality, value-oriented consumer products
at a broad range of price points offered at a substantial discount to the
original retail or wholesale price. The Company's merchandise primarily consists
of new, frequently brand-name, products that are available to the Company for a
variety of reasons, including overstock positions of a manufacturer, wholesaler
or retailer; the discontinuance of merchandise due to a change in style, color,
shape or repackaging; a decrease in demand for a product through traditional
channels; or the termination of business by a manufacturer, wholesaler or
retailer.

The Company was founded in 1975 as a wholesaler of closeout merchandise. In
fiscal 1996, the Company purchased the established Odd Job retail business,
consisting of 12 retail stores and a warehouse and distribution facility, from
an affiliate of ZS Fund L.P., a shareholder of the Company. The Company's
business strategy has expanded from a primary focus on wholesale operations to
an emphasis on the growth of its Odd Job retail operations. At the end of fiscal
1999 first quarter, the Company operated 49 closeout retail stores, including 26
in New York (seven of which are in Manhattan), 18 in New Jersey, three in
Pennsylvania and two in Connecticut.

The growth of the Company's retail operations, coupled with the fiscal 1997
investment in VCM, Ltd., has transformed the Company into a "retailer", with
quarterly sales and earnings patterns similar to other retail operations. The
Company's Odd Job store expansion plan is to open 16 to 18 stores in fiscal 1999
and 18 to 20 stores in fiscal 2000.



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MANAGEMENT'S ANALYSIS OF RESULTS OF OPERATIONS

The results of operations set forth below describe the Company's retail and
wholesale segments and the Company's combined corporate structure.

                                (Dollars in thousands, except per share data)

                                Thirteen Weeks Ended       Thirteen Weeks Ended
                                    May 1, 1999                 May 2, 1998
                              ----------------------       --------------------

                                          Percent of                 Percent of
                               Amount      Net Sales        Amount    Net Sales
                              --------    ----------       --------  ----------

Net sales
  Retail                      $ 39,736        67.00%       $ 28,470       58.21%
  Wholesale                     19,572        33.00%         20,437       41.79%
                              --------       ------        --------      -------
                                59,308       100.00%         48,907      100.00%
Gross profit
  Retail                        15,645        39.37%         11,373       39.95%
  Wholesale                      5,486        28.03%          5,948       29.10%
                              --------       ------        --------      ------
                                21,131        35.63%         17,321       35.42%
Segment operating profit
  Retail                          (544)       -1.37%             49        0.17%
  Wholesale                      1,599         8.16%          2,332       11.41%
  Corporate                       (334)       -0.56%           (273)      -0.56%
                              --------       ------        --------      ------
                                   721         1.22%          2,108        4.31%

Interest expense, net              530         0.90%            432        0.88%
Other expense, net                  61         0.10%            140        0.29%
Income tax expense                  52         0.09%            614        1.26%
                              --------       ------        --------      ------
  Net income                  $     78         0.13%       $    922        1.88%
                              ========       ======        ========      ======

Net income per share
  Basic                       $   0.01                       $   0.10
  Diluted                     $   0.01                       $   0.10



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<PAGE>   11

RETAIL SEGMENT

Thirteen Weeks 1999 versus Thirteen Weeks 1998 (Fiscal First Quarters)

Net sales for the first quarter 1999 were $39.7 million, compared to
$28.5 million for the first quarter 1998, an increase of $11.2 million, or
39.6%. Comparable store net sales increased 8.3%, or $2.2 million, on a base of
32 stores. The remainder of the sales increase resulted from sales in the
15 stores opened during fiscal 1998 and from the two stores opened during first
quarter 1999.

Gross profit for the fiscal 1999 first quarter was $15.6 million, compared to
$11.4 million in first quarter 1998, an increase of $4.2 million, or 37.6%.
Gross margin decreased to 39.4% in the first quarter 1999, from 39.9% in the
first quarter 1998. The decrease in gross margin was due primarily to lower
levels of vendor allowances.

Selling, general and administrative expense was $16.2 million for first quarter
1999, compared to $11.3 million in the prior year quarter, an increase of $4.9
million, or 43.0%. Selling, general and administrative expense, as a percentage
of net sales, increased to 40.7% in the first quarter 1999, from 39.8% in the
first quarter 1998. The increase primarily resulted from $3.0 million of
increased store level expenses, primarily attributable to the additional stores
in operation in first quarter 1999, partially offset by a $427,000 decrease in
preopening expense, due to fewer store openings in first quarter 1999 compared
to first quarter 1998. Warehouse expenses increased $875,000 due to costs
related to the larger facility occupied since third quarter 1998, increased
volume due to the larger store base, and continued startup inefficiencies. In
addition, administrative expenses increased $1.1 million due primarily to the
impact of key retail management added in the last three-quarters of fiscal 1998.

In the fiscal 1999 first quarter, retail reported an operating loss of $544,000,
compared to operating profit of $49,000 for the first quarter 1998. As a
percentage of net sales, operating margin decreased to -1.4%, from 0.2%. This
decrease was primarily due to the factors described above.


WHOLESALE SEGMENT

Thirteen Weeks 1999 versus Thirteen Weeks 1998 (Fiscal First Quarters)

Net sales for the fiscal 1999 first quarter were $19.6 million, compared to
$20.4 million in the fiscal 1998 first quarter, a decrease of $865,000, or 4.2%.
The decrease can be attributed to lower shipments to a large customer, partially
offset by sales to new customers and increased sales of proprietary goods.

Gross profit for the fiscal 1999 first quarter was $5.5 million, compared to
$5.9 million in the fiscal 1998 first quarter, a decrease of $462,000, or 7.8%.
Gross margin decreased to 28.0% in the first quarter 1999 from 29.1% in the
first quarter 1998. The decrease in gross profit was due



                                    11 of 16
<PAGE>   12

primarily to the lower sales level, while the decrease in gross margin was
attributable to the deal-to-deal nature of wholesale sales.

Selling, general and administrative expense for the fiscal 1999 first quarter
was $3.9 million, compared to $3.6 million in the fiscal 1998 first quarter, an
increase of $271,000, or 7.5%. As a percentage of net sales, selling, general
and administrative expense increased to 19.9% in the first quarter 1999, from
17.7% in the first quarter 1998. The increase is primarily attributable to
increased bad debt expense and the semi-fixed nature of wholesale expenses over
the lower sales base.

Wholesale operating profit decreased to $1.6 million in the first quarter of
fiscal 1999, from $2.3 million in the first quarter 1998. As a percentage of net
sales, operating margin decreased to 8.2% in the first quarter 1999, from 11.4%
in the comparable 1998 quarter, due to the factors described above.


CORPORATE EXPENSE

Thirteen Weeks 1999 versus Thirteen Weeks 1998 (Fiscal First Quarters)

Corporate expense consists of the cost of senior management and shared
administrative resources that are utilized by both segments of the business, and
management fee revenue from VCM, Ltd. Corporate expense for the fiscal 1999
first quarter was $334,000, compared to $273,000 in the fiscal 1998 first
quarter, an increase of $61,000. Corporate expense as a percentage of the
Company's total sales was unchanged at 0.6% comparing first quarter 1999 to
first quarter 1998. The increase in corporate expense was due to lower levels of
management fee revenue from VCM, Ltd.


LIQUIDITY AND CAPITAL RESOURCES

The Company's primary requirements for capital consist of inventory purchases,
expenditures related to new store openings, existing store remodeling, MIS
initiatives, and other working capital needs. The Company takes advantage of
closeout and other special situation purchasing opportunities that frequently
result in large volume purchases, and as a consequence, its cash requirements
are not constant or predictable during the year and can be affected by the
timing and size of its purchases. The Company's high level of committed credit
allows it to take immediate advantage of special situation purchasing
opportunities. Having such credit availability provides the Company with a
competitive advantage measured against many of its competitors.

The Company's growth has been financed through cash flow from operations,
borrowings under its revolving credit facility and the extension of trade
credit. In March 1998, the Company entered into a new $60.0 million credit
facility. This facility is comprised of a $50.0 million revolving line of credit
and a $10.0 million term loan. The facility expires on November 15,



                                    12 of 16
<PAGE>   13

2002. The term loan requires 20 consecutive quarterly payments of $500,000 plus
accrued interest commencing May 1, 1998. Borrowings under the facility bear
interest, at the Company's option, at either the banks' prime rate less 50 basis
points or LIBOR plus a spread. Availability on the facility is the lesser of the
total credit commitment or a borrowing base calculation based upon the Company's
accounts receivable and inventories. The facility contains restrictive covenants
that require minimum net worth levels, maintenance of certain financial ratios
and limitations on capital expenditures and investments.

For the fiscal 1999 first quarter, cash used by consolidated operating
activities was $6.6 million, compared to cash used in fiscal 1998 first quarter
of $1.2 million. An increase in retail inventory, principally related to the
increase in stores in operation, partially offset by a decrease in related party
receivables comprised the majority of the cash used in the fiscal 1999 first
quarter. An increase in inventory partially offset by an increase in trade
payables comprised the majority of cash used in the fiscal 1998 first quarter.
Cash used in investing activities in the first quarter 1999 decreased to
$1.4 million, from $3.3 million in the same 1998 period, reflecting lower
capital expenditures primarily related to fewer comparable new store openings.
Cash generated by financing activities was $8.6 million for the fiscal 1999
first quarter, compared to $4.9 million for the 1998 first quarter, and was the
result of additional borrowings from the Company's credit facility.

Working capital increased to $65.9 million at the fiscal 1999 first quarter-end,
from $54.0 million at fiscal 1998 year-end, primarily the result of an increase
in inventories. The current ratio was 3.4 to 1 at the 1999 first quarter-end,
compared to 2.9 to 1 at fiscal 1998 year-end.

The Company currently anticipates opening new stores in each of the next few
years. In addition to new store openings, the Company may increase the number of
stores it operates through acquisitions. Management believes that from time to
time, acquisition opportunities will arise. Possible acquisitions will vary in
size and the Company will consider larger acquisitions that could be material to
the Company. In order to finance any such possible acquisitions, the Company may
use cash flow from operations, may borrow additional amounts under its revolving
credit facility, may seek to obtain additional debt or equity financing or may
use its equity securities as consideration. The availability and attractiveness
of any outside sources of financing will depend on a number of factors, some of
which will relate to the financial condition and performance of the Company, and
some of which will be beyond the Company's control, such as prevailing interest
rates and general economic conditions.


SEASONALITY

The Company, with the growth of its retail operations and the retail orientation
of the VCM, Ltd. joint venture, has shifted its business mix more toward retail.
This shift will effect the net sales and earnings pattern of the Company, with a
greater weighting toward the second half of the fiscal year.



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<PAGE>   14

YEAR 2000 DISCLOSURE

The Company has completed a review of its internal management information
systems regarding Year 2000 issues. The Company's planned systems initiatives
will resolve the majority of the issues as current systems are converted to Year
2000 compliant systems. For other legacy systems, the Company has developed an
action plan and begun implementing remedial measures. All internal management
information systems are expected to be in Year 2000 compliance by mid-fiscal
1999. The Company estimates that costs associated with making internal
management information systems Year 2000 compliant will not be material, and
thus will not have a material impact on the Company's financial position,
results of operations, or cash flows. The Company also relies, directly and
indirectly, on external systems of business enterprises such as suppliers,
creditors, and financial organizations, both domestic and international. Many of
these external business partners have not, as of yet, advised the Company as to
the status of their Year 2000 program. The Company's operations could also be
effected if its external business partners do not successfully implement Year
2000 compliant systems.


NEW ACCOUNTING PRONOUNCEMENTS

In April 1998, the AICPA Accounting Standards Executive Committee issued
Statement of Position (SOP) 98-5, Reporting on the Costs of Start-up Activities.
SOP 98-5 requires that the cost of start-up activities be expensed as incurred.
SOP 98-5 is effective for fiscal years beginning after December 15, 1998. The
Company has adoptedd SOP 98-5 with no material effect on its consolidated
financial statements.


FORWARD LOOKING STATEMENTS

Forward looking statements in this report are made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. Such forward
looking statements are subject to certain risks and uncertainties that could
cause actual results to differ materially from those projected. Such risks and
uncertainties include, but are not limited to: the successful implementation and
timing of the Company's retail expansion plans; the ability to purchase quality
closeout merchandise at prices that allow the Company to maintain or exceed
expected margins on sales; the effect of comparable store sales and the
disproportionate impact caused by individual buying transactions; any
unanticipated problems at the Company's distribution facilities or in
transportation of merchandise in general; and the operating and financial
results of the Value City joint venture. Please refer to the Company's
subsequent SEC filings under the Securities Exchange Act of 1934, as amended,
for further information.



                                    14 of 16
<PAGE>   15

                                     PART II
                                OTHER INFORMATION

Item 1.    Legal Proceedings
           None
Item 2.    Changes in Securities
           None
Item 3.    Default upon Senior Securities
           None
Item 4.    Submission of matters to a vote of security holders
           None
Item 5.    Other Information
           None
Item 6.    Exhibits and Reports on Form 8K
           Exhibit 27 - Financial Data Schedule



                                    15 of 16
<PAGE>   16

                                   SIGNATURES

       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.


                                       MAZEL STORES, INC.
                                       (Registrant)


6/14/99                                /s/ Reuven Dessler
---------                              ------------------------------------
Date                                   Reuven Dessler
                                       Chairman and Chief Executive Officer



6/14/99                                /s/ Sue Atkinson
---------                              -------------------------------------
Date                                   Sue Atkinson
                                       Senior Vice President -
                                       Chief Financial Officer and Treasurer