FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                 For the Quarterly Period Ended October 4, 1997


                         Commission File Number 0-19315


                                Bertucci's, Inc.
             (Exact name of registrant as specified in its charter)


             Massachusetts                              04-2947209
     (State or other jurisdiction of                 (I.R.S. Employer
      incorporation or organization)               Identification Number)


           14 Audubon Road, Wakefield, Massachusetts,      01880
          (Address of principal executive offices)      (Zip Code)


Registrant's telephone number, including area code: (781) 246-6700


Indicate by check mark whether the registrant (1) has filed all reports required
to be filled by section 13 or 15(d) of the  Securities  Exchange Act of the 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 the filing
requirements for the past 90 days.


                              Yes X     No_____


On November 14, 1997,  8,875,716  shares of the  registrant's  Common Stock were
outstanding.
<PAGE>
                                BERTUCCI'S, INC.

                                    FORM 10-Q

                                TABLE OF CONTENTS
<TABLE>
<CAPTION>

<S>        <C>    <C>                                                                   <C>
                                                                                         PAGE
PART I:            FINANCIAL INFORMATION

 Item 1.           Financial Statements:

            1)     Consolidated Condensed Balance Sheets
                   October 4, 1997, and December 28, 1996                                      4

            2)     Consolidated Condensed Statements of Operations
                   For Twelve Weeks And Forty Weeks Ended
                   October 4, 1997, and October 5, 1996                                        5

            3)     Consolidated Condensed Statements of Shareholders'
                   Equity For The Forty-Week Period Ended
                   October 4, 1997                                                             6

            4)     Consolidated Condensed Statements of Cash
                   Flows For Forty Weeks Ended October 4, 1997,
                   and October 5, 1996                                                         7

            5)     Notes to Consolidated Condensed Financial
                   Statements                                                                  8

 Item 2.           Management's Discussion and Analysis of Results
                   of Operations and Financial Condition                                       9-12


PART II:           OTHER INFORMATION                                                            13
</TABLE>

<PAGE>
                          PART I:FINANCIAL INFORMATION
<PAGE>
                                BERTUCCI'S, INC.
                      CONSOLIDATED CONDENSED BALANCE SHEETS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                   October 4,                December 28,
                                                                      1997                       1996
                                                                   -------------------------------------- 
                                                                              (in thousands)
                                                                   -------------------------------------- 
                                     ASSETS
<S>                                                         <C>                        <C>
CURRENT ASSETS:
     Cash and cash equivalents                               $              4,161        $             4,266
     Inventories                                                            1,077                      1,048
     Accounts receivable                                                      157                        179
     Note receivable                                                           76                         76
     Prepaid expenses                                                       1,131                        475
     Deferred preopening costs                                                324                        510
     Prepaid taxes                                                          1,027                      1,027
                                                            ---------------------       --------------------
          Total current assets                                              7,953                      7,581
                                                            ---------------------       --------------------

PROPERTY AND EQUIPMENT, at cost:
     Land                                                                   2,902                      2,902
     Buildings                                                             10,434                     10,360
     Leasehold improvements                                                75,019                     72,416
     Machinery and equipment                                               38,549                     35,674
     Construction in progress                                                 227                        250
                                                            ---------------------       --------------------
                                                                          127,131                    121,602
     Less - Accumulated depreciation                                       36,144                     29,705
                                                            ---------------------       --------------------
          Net property and equipment                                       90,987                     91,897
PREPAID TAXES                                                               1,275                      1,275
OTHER ASSETS                                                                1,834                      1,776
                                                            ---------------------       --------------------
                                                            $             102,049       $            102,529
                                                            =====================       ====================

                                     LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
     Notes payable-current                                  $                  25       $                 25
     Accounts payable                                                       4,382                      4,179
     Accrued expenses                                                       2,496                      1,078
     Accrued payroll and employee benefits                                  3,271                      3,298
<PAGE>
     Accrued taxes                                                          1,271                      1,859
                                                            ---------------------       --------------------
         Total current liabilities                                         11,445                     10,439
DEFERRED RENT                                                               6,569                      6,064
NOTES PAYABLE                                                                  25                         50
LONG-TERM DEBT                                                             13,500                     18,438
SHAREHOLDERS' EQUITY:
     Preferred stock, $.01 par value -
      Authorized - 200,000 shares, none issued                                  -                          -
     Common stock, $.005 par value -
      Authorized - 15,000,000 shares
     Issued and outstanding -
      8,790,428 shares at December 28, 1996 and
      8,873,966 shares at October 4, 1997                                      44                         44
     Additional paid-in capital                                            45,073                     44,841
     Retained earnings                                                     25,393                     22,653
                                                            ---------------------       --------------------
          Total shareholders' equity                                       70,510                     67,538
                                                            ---------------------       --------------------
                                                             $            102,049        $           102,529
                                                            =====================       ====================
</TABLE>
<PAGE>
                                BERTUCCI'S, INC.
                 CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                          12 Weeks Ended                                  40 Weeks Ended
                                             ------------------------------------------     ----------------------------------------
                                                  October 4,            October 5,               October 4,            October 5,
                                                     1997                  1996                     1997                  1996
                                             ------------------    ------------------       -- ---------------    -- ---------------
                                                                       (in thousands, except per share data)
                                             ---------------------------------------------------------------------------------------
<S>                                           <C>                   <C>                     <C>                   <C>               
NET SALES                                     $          32,663     $          29,549       $          104,644    $           98,043
                                             ------------------    ------------------       -- ---------------    -- ---------------
COSTS AND EXPENSES:
     Cost of sales                                        8,130                 7,538                   26,077                24,925
     Operating expenses                                  17,253                15,195                   55,029                50,920
     General and administrative expenses                  1,992                 1,683                    6,324                 5,938
     Depreciation and amortization                        1,935                 2,074                    6,642                 6,829
     Taxes other than income                              1,630                 1,516                    5,453                 5,184
                                             ------------------    ------------------       -- ---------------    -- ---------------
          Total costs and expenses                       30,940                28,006                   99,525                93,796
                                             ------------------    ------------------       -- ---------------    -- ---------------
          Operating income                                1,723                 1,543                    5,119                 4,247
INTEREST EXPENSE                                            214                   279                      835                 1,020
INTEREST INCOME                                              18                     3                       25                    13
                                             ------------------    ------------------       -- ---------------    -- ---------------
          Income before income tax expense                1,527                 1,267                    4,309                 3,240
INCOME TAX EXPENSE                                          554                   475                    1,569                 1,214
                                             ------------------    ------------------       -- ---------------    -- ---------------
          Net income                          $             973     $             792       $            2,740    $            2,026
                                             ==================    ==================       == ===============    == ===============
EARNINGS PER SHARE                            $            0.11     $            0.09       $             0.31    $             0.23
                                             ==================    ==================       == ===============    == ===============
WEIGHTED AVERAGE SHARES
 OUTSTANDING                                          8,927,595             8,860,253                8,901,860             8,883,798
                                             ==================    ==================       == ===============    == ===============
</TABLE>
<PAGE>
                                BERTUCCI'S, INC.
            CONSOLIDATED CONDENSED STATEMENTS OF SHAREHOLDERS' EQUITY
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                Common Stock                 Additional
                                         ---------------------------         Paid-In          Retained     Shareholders'
                                           Shares            Par             Capital          Earnings     Equity
                                         ----------     ------------         ----------       ----------   ----------------
                                                                            (in thousands)
                                         ----------     ------------         ----------       ----------   ----------------
<S>                                      <C>            <C>              <C>              <C>               <C>            
BALANCE, December 28, 1996                    8,790     $         44     $      44,841    $      22,653     $        67,538
     Issuance of stock                           29                -               130                -                 130
     Exercise of options                         55                -               102                -                 102
     Net income                                   -                -                 -            2,740               2,740
                                         ----------     ------------     -- ----------    -------------     -- ------------

BALANCE, October 4, 1997                      8,874     $         44     $      45,073    $      25,393     $        70,510
                                         ==========     ============     == ==========    =============     == ============

</TABLE>
<PAGE>
                                BERTUCCI'S, INC.
                 CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                           Forty Weeks Ended
                                                                           ----------------------------------------------
                                                                                  October 4,               October 5,
                                                                                     1997                     1996
                                                                           ----------------------------------------------
                                                                                             (in thousands)
                                                                           ----------------------------------------------
<S>                                                                         <C>                       <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
     Net income                                                              $            2,740       $            2,026
     Adjustments to reconcile net income to net cash provided by
      operating activities
        Depreciation and amortization                                                     6,905                    7,041
        Increase in inventories                                                             (29)                     (46)
        (Increase) decrease in prepaid expenses and accounts receivable,   
           notes receivable and other assets                                               (581)                      231
         Increase (decrease) in accounts payable                                            202                    (1,311)
        Increase in accrued expenses and deferred rent                                    1,897                       227
        Increase (decrease) in accrued, deferred and prepaid taxes                         (588)                    1,102
                                                                           ----------------------------------------------
            Net cash provided by operations                                              10,546                     9,270
                                                                           ----------------------------------------------

CASH FLOWS USED FROM INVESTING ACTIVITIES:
     Additions to preopening costs                                                         (279)                     (982)
     Additions to property and equipment                                                 (5,530)                   (8,075)
     Purchases of liquor licenses                                                          (112)                        -
                                                                           ----------------------------------------------
            Net cash used by investing activities                                        (5,921)                   (9,057)
                                                                           ----------------------------------------------
<PAGE>
                                                                           ----------------------------------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
     Issuance of common stock                                                               232                       122
     Paydown of debt                                                                     (4,937)                        -
     Decrease in notes payable                                                              (25)                      (25)
                                                                           ----------------------------------------------
            Net cash provided by financing activities                                    (4,730)                       97
                                                                           ----------------------------------------------

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                                       (105)                      310
CASH AND CASH EQUIVALENTS, beginning of period                                            4,266                     1,384
                                                                           ----------------------------------------------
CASH AND CASH EQUIVALENTS, end of period                                     $            4,161        $            1,694
                                                                           ==============================================
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
     Cash paid during the period for ---
            Interest, net of amount capitalized                              $              900        $            1,019
                                                                           ==============================================
            Income taxes                                                     $            2,490        $               80
                                                                           ==============================================
</TABLE>
<PAGE>
                                BERTUCCI'S, INC.
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

                                 October 4, 1997



1.   Basis of Presentation

     In the  opinion of  management,  the  accompanying  consolidated  condensed
     financial statements contain all normal recurring adjustments necessary for
     a fair  presentation.  The results of operations  for the  twelve-week  and
     forty-week periods ended October 4, 1997, are not necessarily indicative of
     the results to be expected for the full year.

     The significant  accounting  policies followed by the Company are set forth
     in the notes to  Consolidated  Financial  Statements in the Company's  1996
     Annual  Report  and Form  10-K  filed  with  the  Securities  and  Exchange
     Commission.  These financial  statements should be read in conjunction with
     the financial statements included in the 1996 Annual Report and Form 10-K.

2.   Earnings Per Share

     In February 1997, the Financial Accounting Standards Board issued Statement
     of Financial  Accounting  Standards No. 128, Earnings Per Share (SFAS 128).
     This Statement  establishes standards for computing and presenting earnings
     per share and applies to entities  both  publicly  traded  common  stock or
     potential common stock. SFAS 128 is effective for financial  statements for
     both interim and annual  periods  ending after December 15, 1997, and early
     adoption  is not  permitted.  When  adopted,  the  Statement  will  require
     restatement of prior years' earnings per share. The Company will adopt this
     Statement  for its annual  report on Form 10-K for the year ended  December
     27, 1997.  Assuming that SFAS 128 had been implemented,  basic earnings per
     share would have been $0.11 versus $0.09 for the  twelve-week  period,  and
     $0.31 versus $0.23 for the forty- week period,  ended October 4, 1997,  and
     October 5, 1996,  respectively,  and $0.36 for the year ended  December 28,
     1996.  Under this  Statement,  diluted  earnings  per share  would not have
     differed  from  the  earnings  per  share  disclosed  on  the  consolidated
     condensed statement of operations.

<PAGE>
Item 2. Management's  Discussion and Analysis of Financial Condition and Results
        of Operations

The  following  table sets  forth the  percentage  relationship  to net sales of
certain  items  included  in the  company's  income  statements  for the periods
indicated.

<TABLE>
<CAPTION>
                                                              12 Weeks Ended                              40 Weeks Ended
                                                   ----------------------------------           ---------------------------------
                                                       October 4,        October 5,                October 4,        October 5,
                                                          1997              1996                      1997              1996
                                                    ----------------   ---------------           ---------------   ---------------
<S>                                                 <C>                <C>                       <C>                <C>
NET SALES                                                     100.0%            100.0%                    100.0%            100.0%
                                                    ----------------   ---------------           ---------------   ---------------
COSTS AND EXPENSES:
     Cost of sales                                              24.9              25.5                      24.9              25.4
     Operating expenses                                         52.8              51.5                      52.6              51.9
     General and administrative expenses                         6.1               5.7                       6.0               6.1
     Depreciation and amortization                               5.9               7.0                       6.4               7.0
     Taxes other than income                                     5.0               5.1                       5.2               5.3
                                                    ----------------   ---------------           ---------------   ---------------
          Total costs and expenses                              94.7              94.8                      95.1              95.7
                                                    ----------------   ---------------           ---------------   ---------------
          Operating income                                       5.3               5.2                       4.9               4.3
INTEREST EXPENSE                                                 0.6               0.9                       0.8               1.0
INTEREST INCOME                                                  0.0               0.0                       0.0               0.0
                                                    ----------------   ---------------           ---------------   ---------------
          Income before income tax expense                       4.7               4.3                       4.1               3.3
INCOME TAX EXPENSE                                               1.7               1.6                       1.5               1.2
                                                    ----------------   ---------------           ---------------   ---------------
          Net income                                            3.0%              2.7%                      2.6%              2.1%
                                                    ================   ===============           ===============   ===============


NUMBER OF RESTAURANTS:
     Restaurants open at beginning of period                      81                77                        80                76
         Restaurants opened during period                          2                 2                         3                 6
         Restaurants closed during period                          0                 0                         0               (3)
                                                    ----------------   ---------------           ---------------   ---------------
     Restaurants open at end of period                            83                79                        83                79

</TABLE>
<PAGE>
                       Twelve Weeks Ended October 4, 1997,
                 Compared To Twelve Weeks Ended October 5, 1996


Net sales  increased  $3.1  million,  or 10.5%,  to $32.7  million  in the third
quarter of fiscal year 1997,  from $29.5  million in the third quarter of fiscal
year 1996.  Comparable  restaurant  sales for the twelve-week  period  increased
7.4%. The Company opened two new  restaurants  in the  twelve-week  period ended
October 4, 1997.

Cost of sales, primarily food and beverages,  increased from $7.5 million in the
twelve weeks ended  October 5, 1996, to $8.1 million in the  corresponding  1997
period. As a percentage of net sales,  these costs were 25.5% in the 1996 fiscal
period,  and 24.9% in the  corresponding  1997  fiscal  period.  The  percentage
decrease was the result of lower prices for flour and cheese, and more efficient
operations.

Restaurant  operating  expenses for the twelve-week  period increased from $15.2
million in fiscal year 1996,  to $17.3 million for the  corresponding  period in
fiscal year 1997. As a percentage  of net sales,  operating  expenses  increased
from 51.5%  during the twelve weeks ended  October 5, 1996,  to 52.8% during the
corresponding  period in 1997. The increase was the result of higher advertising
costs.

General and  administrative  expenses  increased,  as a percentage of net sales,
from 5.7%  during the twelve  weeks  ended  October 5, 1996,  to 6.1% during the
corresponding  period of fiscal year 1997. The increase was the result of higher
training and in-house marketing costs.

Depreciation and amortization  expense decreased,  as a percentage of net sales,
from  7.0% in the  1996  twelve-week  period,  to 5.9% in the  1997  twelve-week
period. This decrease was attributable to the amortization  expense on fewer new
restaurants.

Taxes,  other than income taxes,  increased  from $1.5 million during the twelve
weeks ended  October 5, 1996,  to $1.6 million for the  corresponding  period in
1997, and decreased, as a percentage of net sales, from 5.1% in 1996, to 5.0% in
1997.

Interest  expense  decreased  from  $279,000 to $214,000  for the  corresponding
twelve weeks of 1996 and 1997,  respectively.  The decrease was  attributable to
the lower amount of bank borrowings during the 1997 period.

The effective  income tax rate  decreased  from 37.5% for the twelve weeks ended
October 5, 1996, to 36.3% for the corresponding period ending October 4, 1997.
<PAGE>
                       Forty Weeks Ended October 4, 1997,
                 Compared To Forty Weeks Ended October 5, 1996

Net sales increased $6.6 million,  or 6.7%, to $104.6 million for the forty-week
period in 1997,  compared to $98.0  million in the same  period  last year.  New
restaurants  that were  opened  in 1996 and 1997  contributed  to the  increase.
Comparative restaurant sales during the forty-week period were positive by 2.7%.
Menu price-increases for the period under comparison were approximately 1.2%

Cost of sales,  primarily food and  beverages,  increased from $24.9 million for
the 1996 forty- week period,  to $26.1 million for the 1997  forty-week  period,
and  decreased,  as a  percentage  of net  sales,  from  25.4% to 24.9%  for the
forty-week periods ended in 1996 and 1997, respectively. The percentage decrease
came from better buying  opportunities and improved efficiency at the operations
level.

Restaurant  operating  expenses for the forty-week  period  increased from $50.9
million  in fiscal  year  1996,  to $55.0  million  in fiscal  year  1997.  As a
percentage  of net sales,  operating  expenses  increased  from 51.9% during the
forty weeks ended October 5, 1996, to 52.6% during the  corresponding  period in
1997. The increase was the result of higher payroll and advertising costs.

General  and  administrative  expenses  increased  from  $5.9  million  for  the
forty-week  period in 1996,  to $6.3  million  in the same  period of 1997,  and
decreased,  as a percentage of net sales,  from 6.1% to 6.0% for the  forty-week
periods ended in 1996 and 1997, respectively.

Depreciation and amortization  expense, as a percentage of net sales,  decreased
from 7.0% in the 1996 forty-week  period, to 6.4% in the 1997 forty-week period.
This  decrease  was  attributable  to the  amortization  expense  on  fewer  new
restaurants.

Taxes,  other than income taxes,  increased  from $5.2 million  during the forty
weeks ended  October 5, 1996,  to $5.5 million for the  corresponding  period in
1996, and decreased, as a percentage of net sales, from 5.3% in 1996, to 5.2% in
1997.

Interest expense  decreased from $1.0 million to $835,000 for the  corresponding
forty-week periods of 1996 and 1997, respectively. The decrease was attributable
to the lower amounts of bank borrowings during the 1997 period.

The  effective  income tax rate  decreased  from 37.5% for the forty weeks ended
October 5, 1996, to 36.4% for the corresponding period ending October 4, 1997.
<PAGE>
                        Liquidity and Sources of Capital

To date, the Company has financed its expansion from operations, bank borrowing,
and private  placements and public offerings of equity  securities.  The Company
does not have  significant  receivables or inventory,  and receives trade credit
based upon negotiated terms in purchasing food and supplies.

The Company has a bank  line-of-credit  in effect until November 30, 1997, under
which it may borrow up to $30.0 million.  On November 30, 1997, the Company will
be able to convert the balance,  if any, to a term loan maturing on November 30,
2000. The Company pays a fee of 1/4 of 1% on the unused balance, and interest is
calculated   using  LIBOR  plus  1.25%.   There  are  no  compensating   balance
arrangements  or legal  restrictions  as to the  withdrawal  of these funds.  At
October 5, 1996,  and October 4, 1997, the amounts  outstanding  under this bank
line-of-credit were $19.4 million and $13.5 million, respectively.

During the forty weeks ended October 5, 1996, and October 4, 1997, the Company's
investment  in  property  and  equipment  was $8.1  million  and  $5.5  million,
respectively.  The investments  were funded with cash provided by operations and
with the proceeds of financing activities.

Cash provided by  operations  amounted to $9.3 million and $10.5 million for the
forty weeks ended October 5, 1996, and October 4, 1997, respectively.

The Company  opened three new  restaurants in the first forty weeks of 1997, and
expects to open two more new restaurants by the end of fiscal year 1997, with an
additional 8 to 10 restaurants planned for fiscal year 1998. The Company expects
to expend  approximately  $8.5  million in fiscal year 1997,  and  approximately
$11.0 million in fiscal year 1998, to finance  expansion.  The Company  believes
that it will have sufficient  working capital and bank borrowings to finance its
expansion plans throught the end of fiscal year 1998.

<PAGE>
                           PART II: OTHER INFORMATION

Item 1. LEGAL PROCEEDINGS

     None

Item 2. CHANGES IN SECURITIES

     None

Item 3. DEFAULTS 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 8-K

     (a)  Exhibits

          Exhibit 27: Financial Data Schedule

     (b)  Reports on Form 8-K

          No reports on Form 8-K were  filed  during the period  covered by this
          report.
<PAGE>
                                   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.




                                   BERTUCCI'S, INC.

                                   (Registrant)




Date: November 14, 1997           By: /s/ Joseph Crugnale
                                      Joseph Crugnale
                                      President and Chief
                                      Executive Officer

Date: November 14, 1997           By: /s/ Norman S. Mallett
                                      Norman S. Mallett
                                      Vice President - Finance
                                      Chief Financial Officer and
                                      Treasurer