<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-K/A

            [X] ANNUAL REPORT PURSUANT TO SECTIONS 13 OR 15(d) OF THE
      SECURITIES EXCHANGE ACT OF 1934 FOR THE YEAR ENDED DECEMBER 31, 1997
                                                         -----------------

                          Commission File Number 1-9948
                                                 ------

                           AMERICAN REALTY TRUST, INC.
             ------------------------------------------------------
             (Exact Name of Registrant as Specified in Its Charter)


          Georgia                                             54-0697989
-------------------------------                            -------------------
(State or Other Jurisdiction of                             (I.R.S. Employer
 Incorporation or Organization)                            Identification No.)
                                                          
10670 North Central Expressway, Suite 300, Dallas, Texas          75231
--------------------------------------------------------        ----------
      (Address of Principal Executive Offices)                  (Zip Code)

                                 (214) 692-4700
              ----------------------------------------------------
              (Registrant's Telephone Number, Including Area Code)

           Securities Registered Pursuant to Section 12(b) of the Act:


                                                     Name of each exchange on
     Title of each class                                  which registered
----------------------------                         ------------------------
Common Stock, $.01 par value                         New York Stock Exchange


           Securities Registered Pursuant to Section 12(g) of the Act:
                                      NONE

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 of 1934 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 at least the past 90 days. Yes  X   No
                                                ---     ---

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of Registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [X]

As of March 6, 1998, the Registrant had 10,711,921 shares of Common Stock
outstanding. Of the total shares outstanding 3,933,513 were held by other than
those who may be deemed to be affiliates, for an aggregate value of $57,528,000
based on the closing price on the New York Stock Exchange on March 6, 1998. The
basis of this calculation does not constitute a determination by the Registrant
that all of such persons or entities are affiliates of the Registrant as defined
in Rule 405 of the Securities Act of 1933, as amended.

                      Documents Incorporated by Reference:
           Consolidated Financial Statements of National Realty, L.P.;
                           Commission File No. 1-9648
   Consolidated Financial Statements of Continental Mortgage and Equity Trust;
                           Commission File No. 0-10503
 Consolidated Financial Statements of Income Opportunity Realty Investors, Inc.;
                           Commission File No. 1-9525
  Consolidated Financial Statements of Transcontinental Realty Investors, Inc.;
                           Commission File No. 1-9240

                                        1

<PAGE>   2





This Form 10-K/A Amendment No. 1 amends the Registrant's annual report
on Form 10-K for the year ended December 31, 1997 as follows:


ITEM 2.  PROPERTIES - REAL ESTATE - page 12 and 13


ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS - RESULTS OF OPERATIONS - page 50.


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - NOTE 3. NOTES AND INTEREST
RECEIVABLE - page 71 and NOTE 17. INDUSTRY SEGMENTS - page 95.



<PAGE>   3



ITEM 2.  PROPERTIES (Continued)

Real Estate (Continued)

undeveloped land in Harris County, Texas; 9 parcels of undeveloped land in
Collin County, Texas, totaling 638.2 acres; 6 parcels of undeveloped land in
Framers Branch, Texas, totaling 88.6 acres; 2 parcels of undeveloped land in
Plano, Texas, totaling 352.2 acres; 1,448 acres of undeveloped land in Austin,
Texas; 315.2 acres of undeveloped land in Palm Desert, California; 20.6 acres of
undeveloped land in Santa Clarita, California; and 7 additional parcels of land
totaling approximately 114.5 acres. See Schedule III to the Consolidated
Financial Statements included at ITEM 8. "FINANCIAL STATEMENTS AND SUPPLEMENTARY
DATA" for a more detailed description of the Company's real estate portfolio.

A summary of the activity in the Company's owned real estate portfolio during
1997 is as follows:

<TABLE>
<S>                                                                        <C>
     Owned properties in real estate portfolio at January 1,
        1997 ............................................................    26*
     Properties purchased ...............................................    32
     Property obtained through foreclosure ..............................     1
     Properties sold ....................................................     3
                                                                           ----
     Owned properties in real estate portfolio at
        December 31, 1997 ...............................................    56*
                                                                           ====
</TABLE>

----------

*    Includes a residential subdivision with 22 developed residential lots at
     January 1, 1997, and 1 developed residential lot at December 31, 1997.

Properties Held for Investment. Set forth below are the Company's properties
held for investment and the average annual rental rate for commercial properties
and the average daily room rate and hotel room revenue divided by total
available rooms for hotels and occupancy thereof at December 31, 1997, 1996 and
1995 for commercial properties and average occupancy during 1997, 1996 and 1995
for hotels:

<TABLE>
<CAPTION>
                                                                      Rent Per Square Foot
                                                                        Average Room Rate            Occupancy %
                                               Square Footage/     --------------------------   -----------------------
    Property                Location                Rooms           1997      1996      1995     1997    1996      1995
-----------------        --------------        ---------------     ------    ------    ------   ------  ------    -----
<S>                      <C>                   <C>               <C>         <C>       <C>        <C>     <C>       <C>
Office Building
Rosedale Towers          Minneapolis, MN       84,798 Sq.Ft.     $   15.03   $ 14.88   $ 13.16    93      91        90

Shopping Center
Collection               Denver, CO            267,812 Sq.Ft.         9.46       *         *      82       *         *
Oaktree Village          Lubbock, TX           45,623 Sq.Ft.          8.17      7.98      7.34    90      89        91
Preston Square           Dallas, TX            35,508 Sq.Ft.         15.26       *         *      92       *         *

Merchandise Mart
Denver Mart              Denver, CO            509,008 Sq.Ft.        14.75     15.33     14.53    93      95        96

Hotels
Best Western             Virginia Beach, VA         110 Rooms        90.44     41.11       *      60      42         *
 Oceanside                                                   
Inn at the Mart          Denver, CO                 161 Rooms        53.15     46.66     44.69    53      36        40
Kansas City                                                  
 Holiday Inn             Kansas City, MO            196 Rooms        70.73     66.46     61.66    77      79        75
</TABLE>

                                       12

<PAGE>   4



ITEM 2.  PROPERTIES (Continued)

Real Estate (Continued)

<TABLE>
<CAPTION>
                                                                        Average Room Rate             Occupancy %
                                                                   --------------------------   ----------------------
    Property             Location                  Rooms            1997      1996      1995     1997    1996     1995
-------------------   --------------           -------------       ------    ------    ------   ------  ------    ----
<S>                   <C>                      <C>                <C>        <C>        <C>      <C>     <C>     <C>
Hotels - Continued
Piccadilly Airport       Fresno, CA                185 Rooms       $ 62.98      *         *       50        *       *
Piccadilly Chateau       Fresno, CA                 78 Rooms         50.86      *         *       49        *       *
Piccadilly Shaw          Fresno, CA                194 Rooms         64.07      *         *       62        *       *
Piccadilly
 University              Fresno, CA                190 Rooms         62.22      *         *       49        *       *
Williamsburg
 Hospitality House       Williamsburg, VA          296 Rooms         81.87      *         *       60        *       *
</TABLE>

<TABLE>
<CAPTION>
                                                                      Total Room Revenues
                                                                          Divided by
                                                                     Total Available Rooms
                                                                 -------------------------------
     Property                Location              Rooms          1997         1996        1995
--------------------     -----------------       ---------       ------       ------      ------
<S>                      <C>                     <C>            <C>           <C>        <C>
Hotels
Best Western
 Oceanside               Virginia Beach, VA      110 Rooms       $ 54.03      $17.69      $  *
Inn at the Mart          Denver, CO              161 Rooms         28.02       16.80       17.79
Kansas City
 Holiday Inn             Kansas City, MO         196 Rooms         54.13       52.63       46.31
Piccadilly Airport       Fresno, CA              185 Rooms         35.94**       *           *
Piccadilly Chateau       Fresno, CA               78 Rooms         27.74**       *           *
Piccadilly Shaw          Fresno, CA              194 Rooms         41.17**       *           *
Piccadilly
 University              Fresno, CA              190 Rooms         35.65**       *           *
Williamsburg
 Hospitality House       Williamsburg, VA        296 Rooms         55.30**       *           *


Single Family Residence
Tavel Circle  Dallas, TX                       2,271 Sq.Ft.
</TABLE>

-----------

*    Property was acquired in 1997 or 1996.
**   For only that portion of the year owned by the Company.

Occupancy presented above and through this ITEM 2. is without reference to
whether leases in effect are at, below or above market rates.

In September 1997, the Company purchased the Collection, a 267,812 square foot
retail and commercial center in Denver, Colorado, for $19.5 million. The Company
paid $791,000 in cash and assumed existing mortgages totaling $14.7 million, and
issued 400,000 shares of the Company's Series F Cumulative Convertible Preferred
Stock. See ITEM 5. "MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS." A first mortgage in the amount of $14.2 million bears
interest at 8.64% per annum, requires monthly principal and interest payments of
$116,000 and matures in May 2017. A second lien mortgage in the amount of
$580,000 bears interest at 7% per annum until April 2001, 7.5% per annum from
May 2001 to April 2006, and 8% per annum from May 2006 to May 2010, requires
monthly principal and interest payments of $3,000 and matures in May 2010. The
Company paid a real estate brokerage commission of $646,000 to Carmel Realty
based on the $19.5 million purchase price of the property.

In October 1997, the Company contributed the Denver Merchandise Mart in Denver,
Colorado, to a limited partnership in exchange for $6.0 million in cash, a 1%
managing general partner interest in the partnership, all of the Class B limited
partner units in the partnership and the partnership's assumption of the $23.0
million in mortgage debt secured by such property. The existing general and
limited partners converted their general and limited partner interests into
Class A limited partner units in the partnership. The Class A units have an
agreed value of $1.00 per unit and are entitled to a fixed preferred return of
10% per annum, paid quarterly. The Class A units may be converted into a total
of 529,000 shares of the Company's Series F Cumulative Convertible Preferred
Stock at any time after the first but not later than the sixth anniversary of
the closing, on the basis of one share of Series F Preferred Stock for each ten
Class A units. See ITEM 5. "MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS."

                                       13

<PAGE>   5



ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS (Continued)

Liquidity and Capital Resources (Continued)

review includes an evaluation of the collateral property securing such note. The
property review generally includes selective property inspections, a review of
the property's current rents compared to market rents, a review of the
property's expenses, a review of maintenance requirements, a review of the
property's cash flow, discussions with the manager of the property and a review
of properties in the surrounding area.

Results of Operations

1997 COMPARED TO 1996. The Company reported a net loss of $2.4 million in 1997
as compared to a net loss of $5.6 million in 1996. The primary factors
contributing to the Company's net loss are discussed in the following
paragraphs.

Sales and cost of sales were $17.9 million and $14.5 million, respectively, in
1997. The Company had no sales or cost of sales prior to May 1997. These items
of revenue and cost relate to Pizza World Supreme, Inc. ("PWSI"), consolidated
in May 1997. See NOTE 7.

"ACQUISITION OF PIZZA WORLD SUPREME, INC."

Rents increased from $20.7 million in 1996 to $29.1 million in 1997. Hotel rents
increased from $6.1 million in 1996 to $12.7 million while rents from other real
estate activities increased from $14.6 million in 1996 to $16.4 million in 1998.
The increase in the hotel rents is due to the acquisition of the four Piccadilly
Hotels in October 1997 and the Company obtaining the Williamsburg Hospitality
House through foreclosure in September 1997. The increase in rents from other
real estate activities is due to the acquisition of the Collection Retail Center
in September 1997.

Property operations expense increased from $15.9 million in 1996 to $24.2
million in 1997. Hotel property operations expense increased from $4.8 million
in 1996 to $9.9 million in 1997 while the other real estate activities property
operations expense increased from $11.1 million in 1996 to $14.3 million in
1997. The increase in hotel property operations expense is due to the
acquisition of the four Piccadilly Hotels and the Company obtaining the
Williamsburg Hospitality House through foreclosure in 1997. The property
operating expenses of other real estate activities increased due to the
acquisition of the Collection Retail Center and twenty-four land parcels in
1997.

Interest income decreased from $4.7 million in 1996 to $2.8 million in 1997.
This decrease is primarily attributable to the sale of two notes receivable and
the payoff of a third note receivable in 1997. Interest income in 1998 is
expected to approximate that in 1997.

Other income decreased from $1.6 million in 1996 to $134,000 in 1997. This
decrease is due in part to recognizing a unrealized gain on marketable equity
securities of $486,000 in 1996 compared to an unrealized loss of $850,000 in
1997. This decrease is also attributable in part to a decrease in dividend
income and net gains on sales of marketable equity securities of $67,000 and
$56,000, respectively.

Interest expense increased from $16.5 million in 1996 to $30.2 million in 1997.
Of this increase, $10.8 million is due to the debt secured by the Best Western
Oceanside Hotel acquired in 1996 and the Williamsburg Hospitality House,
Piccadilly Hotels, Pin Oak land, Scout land, Katy land, McKinney land, Lacy
Longhorn land, Santa Clarita land, Chase Oaks land, Pioneer Crossing land,
Pantex land, Keller land, Perkins land, Rasor land, Dowdy land, Palm Desert land
and LBJ land acquired in 1997, $2.0 million is due to additional borrowings and
a full years interest

                                       50

<PAGE>   6



                           AMERICAN REALTY TRUST, INC.
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

NOTE 3.  NOTES AND INTEREST RECEIVABLE

<TABLE>
<CAPTION>
                                                                  1997                                  1996
                                                  ---------------------------------       --------------------------------
                                                     Estimated                             Estimated
                                                       Fair                Book               Fair              Book
                                                       Value               Value              Value             Value
                                                  --------------       ------------       ------------       -------------
<S>                                               <C>                  <C>                <C>                <C>
Notes Receivable
   Performing (including $1,307
      in 1997 and $13,563 in 1996
      from affiliates)....................        $        9,217       $      9,340       $     52,939       $      55,161
   Nonperforming, nonaccruing.............                26,344             23,212              1,884               1,584
                                                  --------------       ------------       ------------       -------------
                                                  $       35,561             32,552       $     54,823              56,745
                                                  ==============                          ============
   Interest receivable....................                                      380                                    445
   Unamortized premiums/
      (discounts).........................                                     (124)                                  (162)
  Deferred gains..........................                                   (4,884)                                (4,617)
                                                                       ------------                          -------------
                                                                       $     27,924                          $      52,411
                                                                       ============                          =============
</TABLE>

The Company recognizes interest income on nonperforming notes receivable on a
cash basis. For the years 1997, 1996 and 1995 unrecognized interest income on
such nonperforming notes receivable totaled $2.2 million, $1.6 million and $1.2
million, respectively.

Notes receivable at December 31, 1997, mature from 1998 to 2014 with interest
rates ranging from 6.0% to 12.9% and a weighted average rate of 12.78%. A small
percentage of these notes receivable carry a variable interest rate. Notes
receivable include notes generated from property sales which have interest rates
adjusted at the time of sale to yield rates ranging from 6% to 14%. Notes
receivable are generally nonrecourse and are generally collateralized by real
estate. Scheduled principal maturities of $31.2 million are due in 1998 of which
$23.2 million is due on nonperforming notes receivable.

At December 31, 1996, a $1.1 million nonrecourse participation was deducted from
notes receivable. Such participation was satisfied in conjunction with the
Company's foreclosure of its $8.9 million junior mortgage note receivable
secured by the Williamsburg Hospitality House, as discussed below.

In August 1990, the Company obtained the Continental Hotel and Casino in Las
Vegas, Nevada, through foreclosure subject to first and second lien mortgages
totaling $10.0 million. In June 1992, the Company sold the hotel and casino
accepting, among other consideration, a $22.0 million wraparound mortgage note
receivable. The Company recorded a deferred gain of $4.6 million in connection
with the sale of the hotel and casino resulting from a disputed third lien
mortgage being subordinated to the Company's wraparound mortgage note
receivable. In March 1997, the wraparound note was modified and extended. In
exchange for the extension, the borrower was required to invest $2.0 million in
improvements to the hotel and casino within four months of the March 1997
modification and an additional $2.0 million prior to December 1997. The borrower
also pledged 1,500,000 shares of common stock in Crowne Ventures, Inc., as
additional collateral. The Company's wraparound mortgage note receivable had a
principal balance of $13.3 million at

                                       71

<PAGE>   7



                           AMERICAN REALTY TRUST, INC.
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)


NOTE 15. PROPERTY MANAGEMENT (Continued)

("Carmel Realty"), which is a company owned by First Equity. Carmel Realty is
entitled to receive property and construction management fees and leasing
commissions in accordance with the terms of its property- level management
agreement with Carmel, Ltd.

NOTE 16. ADVISORY FEES, PROPERTY MANAGEMENT FEES, ETC.

Fees and cost reimbursements to BCM and its affiliates were as follows:

<TABLE>
<CAPTION>
                                                       1997       1996      1995
                                                      -------    ------    ------
<S>                                                   <C>       <C>       <C>
     Fees
        Advisory and mortgage
          servicing ..............................    $ 2,657    $1,539    $1,195
        Loan arrangement .........................        592       806        95
     Brokerage commissions .......................      7,586     1,889       905
     Property and construction
        management and leasing
        commissions* .............................        865       892     1,200
                                                      -------    ------    ------
                                                      $11,700    $5,126    $3,395
                                                      =======    ======    ======

        Cost reimbursements ......................    $ 1,809    $  691    $  516
                                                      =======    ======    ======
</TABLE>

----------

*    Net of property management fees paid to subcontractors, other than Carmel
     Realty.

NOTE 17. INDUSTRY SEGMENTS

<TABLE>
<CAPTION>
                                                         Other
                                                          Real        Pizza
 1997                                        Hotels      Estate       Parlor     Total
------                                       ------    ---------     -------    ---------
<S>                                         <C>        <C>           <C>        <C>      
Revenues ...............................    $12,708    $  16,367     $17,926    $  47,001
Income (loss) before
     income taxes ......................        240       (4,247)      1,579       (2,428)
Identifiable assets ....................     49,371      360,629      23,799      433,799
Depreciation and
     amortization ......................        779        1,873         686        3,338
Capital expenditures ...................        905       10,088       6,693       17,686
</TABLE>

NOTE 18. INCOME TAXES

Financial statement income varies from taxable income, principally due to the
accounting for income and losses of investees, gains and losses from asset
sales, depreciation on owned properties, amortization of discounts on notes
receivable and payable and the difference in the allowance for estimated losses.
At December 31, 1997, the Company had a tax net operating loss carryforwards of
$21.0 million expiring through 2011.

                                       95

<PAGE>   8


                                   SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

                                        AMERICAN REALTY TRUST, INC.




Dated:   November 24, 1998              By:    /s/ Karl L. Blaha
      ------------------------              ------------------------
                                            Karl L. Blaha
                                            Director and President


Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities and on the date indicated.





By:    /s/ Karl L. Blaha                      By:    /s/ Cliff Harris
    -------------------------------               ---------------------------
    Karl L. Blaha                                 Cliff Harris
    Director and President                        Director





By:    /s/ Roy E. Bode                        By:    /s/ Al Gonzalez
    -------------------------------               ---------------------------
    Roy E. Bode                                   Al Gonzalez
    Director                                      Director





By:    /s/ Thomas A. Holland
    ------------------------------- 
    Thomas A. Holland
    Executive Vice President and
    Chief Financial Officer
    (Principal Financial and
    Accounting Officer)


Dated:   November 24, 1998
       ---------------------

                                       129