UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 10-Q



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

                  FOR THE QUARTERLY PERIOD ENDED APRIL 1, 1998

                         Commission File Number 1-13226


                                DENAMERICA CORP.
                                ----------------
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

            GEORGIA                                              58-1861457
-------------------------------                              -------------------
(State or Other Jurisdiction of                              (I.R.S. Employer
Incorporation or Organization)                               Identification No.)

        7373 N. SCOTTSDALE ROAD
   SUITE D-120, SCOTTSDALE AZ 85253                                 85253
----------------------------------------                          ----------
(address of principal executive offices)                          (zip code)

                                 (602) 483-7055
                                 --------------
              (registrant's telephone number, including area code)



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 the past 90 days. Yes |X| No |_|

The  number of shares of the  issuer's  class of common  stock as of the  latest
practicable  date, is as follows:  
13,447,777 shares of Common Stock, $.10 par value, as of May 15, 1998.
----------------------------------------------------------------------
<PAGE>
                                DENAMERICA CORP.
                          QUARTERLY REPORT ON FORM 10-Q
                       FOR THE QUARTER ENDED APRIL 1, 1998

                                TABLE OF CONTENTS

                                                                            Page
                                                                            ----
PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

              Condensed Consolidated Balance Sheets -
                  January 1, 1997 and April 1, 1998 ........................  3

              Condensed Consolidated  Statements of Operations -
                  13-Week Periods ended April 1, 1998 and
                  April 2, 1997 ............................................  4

              Condensed Consolidated Statements of  Cash Flows -
                  13-Week Periods ended April 1, 1998 and April 2, 1997 ....  5

              Notes to Condensed Consolidated Financial Statements .........  6

Item 2.  Management's Discussion and Analysis of Financial
              Condition and Results of Operations ..........................  7

PART II  OTHER INFORMATION ................................................. 11

              SIGNATURES ................................................... 12
                                       2
<PAGE>
                        DENAMERICA CORP. AND SUBSIDIARIES
                Condensed Consolidated Balance Sheets (Unaudited)
                             (Dollars In thousands)
<TABLE>
<CAPTION>
                                                                    December 31,   April 1,
                                  ASSETS                                1997         1998
<S>                                                                  <C>          <C>      
CURRENT ASSETS:
       Cash and cash equivalents                                     $   1,267    $   1,599
       Receivables                                                       3,192        2,087
       Inventories                                                       3,244        3,064
       Other current assets                                              5,564        5,968
       Assets held for sale                                             28,700          --
                                                                     ---------    ---------
          Total current assets                                          41,967       12,718
PROPERTY AND EQUIPMENT, net                                             61,328       59,719
INTANGIBLE ASSETS, net                                                  51,545       51,018
DEFERRED INCOME TAXES                                                    5,312        5,312
OTHER ASSETS                                                            10,112        9,925
                                                                     ---------    ---------

TOTAL                                                                $ 170,264    $ 138,692
                                                                     =========    =========

                   LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:
     Accounts payable                                                $  16,511    $  16,084
     Accrued compensation                                                6,354        6,619
     Accrued taxes                                                       4,522        4,870
     Other current liabilities                                           8,363        7,607
     Current portion of long term debt                                  42,634       17,994
                                                                     ---------    ---------
          Total current liabilities                                     78,384       53,174
LONG-TERM DEBT, LESS CURRENT PORTION                                    78,418       72,242
OTHER LONG TERM LIABILITIES                                             12,214       10,688
                                                                     ---------    ---------

          Total liabilities                                            169,016      136,104
                                                                     ---------    ---------

SHAREHOLDERS' EQUITY
       Common stock $.10 par value; authorized, 40,000,000 shares;
           13,447,777 shares issued and outstanding                      1,344        1,344
       Additional paid-in capital                                       35,799       35,799
       Accumulated deficit                                             (35,895)     (34,555)
                                                                     ---------    ---------

          TOTAL SHAREHOLDERS' EQUITY                                     1,248        2,588
                                                                     ---------    ---------

TOTAL                                                                $ 170,264    $ 138,692
                                                                     =========    =========
</TABLE>
     See accompanying notes to condensed consolidated financial statements .
                                       3
<PAGE>
                        DENAMERICA CORP. AND SUBSIDIARIES
           Condensed Consolidated Statements of Operations (Unaudited)
                      (In thousands, except per share data)

                                                         13 Week Periods Ended
                                                        -----------------------
                                                        April 2,       April 1,
                                                          1997           1998

RESTAURANT SALES                                        $ 76,114       $ 72,880
                                                        --------       --------

RESTAURANT OPERATING EXPENSES:
     Food and beverage cost                               20,613         19,970
     Payroll and payroll related costs                    26,101         25,102
     Depreciation and amortization                         2,266          1,786
     Other operating expenses                             21,168         19,588
                                                        --------       --------
          Total operating expenses                        70,148         66,446
                                                        --------       --------

RESTAURANT OPERATING INCOME                                5,966          6,434

ADMINISTRATIVE EXPENSES                                    3,744          3,056
                                                        --------       --------

OPERATING INCOME                                           2,222          3,378

INTEREST EXPENSE, net                                      3,203          3,426
                                                        --------       --------

LOSS BEFORE INCOME TAXES
     AND EXTRAORDINARY ITEM                                 (981)           (48)

INCOME TAX BENEFIT                                          (392)           (17)
                                                        --------       --------

LOSS BEFORE EXTRAORDINARY ITEM                              (589)           (31)
EXTRAORDINARY ITEM - GAIN ON EARLY
     EXTINGUISHMENT OF DEBT - net of
     income taxes of $914                                    --           1,371
                                                        --------       --------
NET INCOME (LOSS)                                       ($   589)      $  1,340
                                                        ========       ========

Basic and diluted income (loss) per share
     Before extraordinary item                          ($   .04)      ($   .00)
                                                        ========       ========
     Net income (loss)                                  ($   .04)      $    .10
                                                        ========       ========

Basic and diluted weighted average shares
     outstanding
         Basic                                            13,424         13,447
         Diluted                                          13,424         13,447
                                       4
<PAGE>
                        DENAMERICA CORP. AND SUBSIDIARIES
           Condensed Consolidated Statements of Cash Flows (Unaudited)
                                 (In thousands)

                                                          13 Week Periods Ended
                                                           April 2,    April 1,
                                                             1997        1998
                                                           --------    --------
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)                                          $   (589)   $  1,340
     Adjustments to reconcile net income to net cash
     provided by (used in) operating activities:
     Depreciation and amortization                            2,266       1,786
     Amortization of deferred financing costs                   125         247
     Extraordinary item                                        --        (1,371)
     Deferred income taxes                                     (392)        (17)
     Deferred rent                                               76          77
     Other                                                       20        (523)

Changes in operating assets and liabilities net of
     dispositions:
     Receivables                                                 35         662
     Inventories                                               (206)        121
     Other current assets                                        87         406
     Accounts payable and accrued liabilities                (6,012)     (1,977)
                                                           --------    --------
     Net cash provided by (used in)
       operating activities                                  (4,590)        751
                                                           --------    --------
CASH FLOWS FROM INVESTING ACTIVITIES
     Purchase of property and equipment                      (1,478)       (744)
     Purchase of intangibles                                 (1,185)         (8)
     Proceeds from the sale of assets                         4,850      25,900
                                                           --------    --------
     Net cash provided by investing
       activities                                             2,187      25,148
                                                           --------    --------
CASH FLOWS FROM FINANCING ACTIVITIES
     Borrowings, net                                          2,858        (900)
     Principal reductions on long-term obligations           (1,823)    (24,667)
     Other                                                       49        --
                                                           --------    --------
     Net cash provided by (used in) financing
        activities                                            1,084     (25,567)
                                                           --------    --------
NET CHANGE IN CASH AND CASH
     EQUIVALENTS                                             (1,319)        332
CASH AND CASH EQUIVALENTS AT
     BEGINNING OF PERIOD                                      2,609       1,267
                                                           --------    --------
CASH AND CASH EQUIVALENTS AT END OF
     PERIOD                                                $  1,290    $  1,599
                                                           ========    ========

SUPPLEMENTAL SCHEDULE OF CASH FLOW INFORMATION:

     Cash paid during the period for:
           Interest                                        $  3,154    $  2,268
                                                           ========    ========
           Income taxes                                    $   --      $      7
                                                           ========    ========

     See accompanying notes to condensed consolidated financial statements.
                                       5
<PAGE>
                        DENAMERICA CORP. AND SUBSIDIARIES

              Notes to Condensed Consolidated Financial Statements
                 (In thousands, except share and per share data)
                                   (Unaudited)

(1)  Basis of Presentation

The  accompanying  unaudited  condensed  consolidated  financial  statements  of
DenAmerica  Corp.  and  Subsidiaries  (the  "Company")  have  been  prepared  in
accordance  with the  rules  and  regulations  of the  Securities  and  Exchange
Commission  Form 10-Q and do not include all of the  information  and  footnotes
required by generally  accepted  accounting  principles  for complete  financial
statements.  In  the  opinion  of  the  Company's  management,  all  adjustments
(consisting  of  normal  recurring  accruals)  considered  necessary  for a fair
presentation  have been  included.  However,  these  operating  results  are not
necessarily  indicative  of the  results  expected  for  the  full  year.  These
statements  should  be read  in  conjunction  with  the  consolidated  financial
statements  and notes  thereto  and  Management's  Discussion  and  Analysis  of
Financial  Condition and Results of Operations  included in the Company's Annual
Report on Form  10-K for the  fiscal  year  ended  December  31,  1997.  Certain
reclassifications  have been made in the 1997 financial statements to conform to
the 1998 presentation.

The Company currently operates 207 family-oriented,  full-service restaurants in
18 states, primarily in the southwestern,  midwestern, western, and southeastern
United States.  The Company owns and operates 104  Black-eyed  Pea  restaurants,
primarily in Texas,  Georgia,  Arizona,  Oklahoma,  Florida, and the Washington,
D.C.  area,  and  franchises  to third  parties  the  rights  to  operate  three
Black-eyed Pea restaurants in two states. The Company also owns and operates 102
Denny's restaurants,  which represents  approximately 6.4% of the Denny's system
and makes the Company the largest Denny's franchisee in terms of revenue and the
number of restaurants operated.

(2)  Other Matters

In  March  1998,  the  Company  completed  the  sale  of 63  Denny's  and  eight
non-branded  restaurants,  of which six were closed, to a Denny's franchisee for
gross proceeds $28,700.  Net cash proceeds of $25,200 were used to (i) repay the
promissory note (the "BEP Note") payable to the seller of Black-eyed Pea U.S.A.,
Inc.  ("BEP") at a $2,400  discount  from its  outstanding  principal  amount of
approximately $15,285; (ii) cancel outstanding warrants to acquire approximately
1,000,000 shares of Common Stock at an exercise price of $1.90 per share,  which
were  issued in  connection  with the BEP Note;  (iii)  permanently  reduce  the
Company's  outstanding  borrowings under the term loan of the Credit Facility to
$1,500;  and (iv) repay certain  equipment  operating leases associated with the
restaurants  sold in this  transaction.  The  Company  has  included  the $2,400
discount on the BEP note as an extraordinary item in the accompanying  financial
statements.

In a separate  transaction  completed in March 1998,  the Company also sold five
Denny's  restaurants  located  in  Wyoming  to an  unrelated  party  for cash of
$700,000 plus a note in the principal  amount of $400,000.  The Company utilized
the  proceeds  from this  transaction  to  permanently  reduce  its  outstanding
borrowings under the term loan portion of its Credit  Facility.  The Company has
recorded a gain of approximately $575,000 on this transaction, which is included
as an offset to other operating expenses.

(3)   Subsequent Event

On May 1, 1998,  the Company  entered into a letter of intent to merge with Tech
Electro  Industries,  Inc.  ("Tech  Electro").  Under the terms of the letter of
intent, the Company's  shareholders will receive $4.00 in
                                       6
<PAGE>
cash and $.90 in newly issued  preferred stock in Tech Electro for each share of
the  Company's  Common Stock that they own.  The  proposed  merger is subject to
various  contingencies   including  financing,   negotiation  and  execution  of
definitive  agreements,  shareholder approval,  regulatory approvals,  and other
matters.

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

General

The Company  currently  operates 104 Black-eyed Pea restaurants in 14 states and
franchises three Black-eyed Pea restaurants in two states.  The Company operates
66 Black-eyed Pea restaurants in Texas and Oklahoma, which the Company considers
to be its core market for  Black-eyed  Pea  restaurants.  Through April 1, 1998,
comparable  same-store sales decreased 3.0% for all of the Company's  Black-eyed
Pea restaurants, while comparable same-store sales decreased 1.7% for Black-eyed
Pea  restaurants  in the core market.  The guest check  average at the Company's
Black-eyed Pea restaurants for the first quarter of 1998 was $7.90,  and alcohol
and  carry-out  sales  account  for  approximately  2.1%  and  11.0%  of  sales,
respectively.

As of April 1, 1998, the Company operated 102 Denny's  restaurants in 18 states.
Comparable  store sales increased 1.0% as a result of an increase in the average
guest check to approximately $5.30 in March 1998.

                       COMPARISON OF RESULTS OF OPERATIONS

         The following table presents, for the periods indicated,  certain items
in the condensed consolidated  statements of operations as a percentage of total
restaurant sales.

                                           April 2,    April 1,
                                            1997        1998
                                         ----------  ----------
                                         (13 weeks)  (13 weeks)
Restaurant sales                           100.0%      100.0%

Restaurant operating expenses:
   Food and beverage cost                   27.1        27.4
   Payroll and payroll related costs        34.3        34.4
   Depreciation and amortization             3.0         2.5
   Other operating cost                     27.8        26.9
                                           -----       ----- 
       Total operating expenses             92.2        91.2
                                           -----       ----- 
Restaurant operating income                  7.8         8.8
Administrative expenses                      4.9         4.2
                                           -----       ----- 
Operating income                             2.9         4.6
Interest expense                             4.2         4.7
                                           -----       ----- 

Loss before income taxes and
  extraordinary item                        (1.3)        (.1)
Income tax (benefit)                         (.5)        (.1)
                                           -----       ----- 

Loss before extraordinary item               (.8)        (.0)
Extraordinary item                            --         1.9
                                           -----       ----- 

Net income (loss)                            (.8)%       1.9%
                                           =====       =====
                                       7
<PAGE>
THIRTEEN-WEEK  PERIOD ENDED APRIL 1, 1998  COMPARED  WITH  THIRTEEN-WEEK  PERIOD
ENDED APRIL 2, 1997

         Restaurant sales.  Restaurant sales decreased $3.2 million, or 4.2%, to
$72.9 million for the thirteen-week  period ended April 1, 1998 as compared with
restaurant  sales of $76.1 million for the  thirteen-week  period ended April 2,
1997. This decrease was primarily attributable to the sale or closure of certain
underperforming restaurants during fiscal 1997. Restaurant sales attributable to
the Black-eyed Pea restaurants for the 1998 and 1997 period totaled 49% and 42%,
respectively.

         Food and Beverage  Cost.  Food and beverage cost  increased to 27.4% of
restaurant  sales for the  thirteen-week  period ended April 1, 1998 as compared
with 27.1% of restaurant sales for the thirteen-week period ended April 2, 1997,
primarily as the result of higher food costs  associated  with the  operation of
the Black-eyed Pea restaurants.

         Payroll and Payroll Costs. Payroll and payroll related costs were 34.4%
of restaurant sales for the thirteen-week period ended April 1, 1998 as compared
with 34.3% of restaurant sales for the thirteen-week period ended April 2, 1997.
This  increase  was  primarily  attributable  to the impact of minimum wage rate
increases.

         Depreciation  and   Amortization.   Depreciation  and  amortization  of
restaurant equipment,  leasehold  improvements,  intangible assets,  pre-opening
costs,  and other items was $1.8 million,  or 2.5% of restaurant  sales, for the
thirteen-week period ended April 1, 1998, as compared with $2.3 million, or 3.0%
of restaurant  sales,  for the  thirteen-week  period ended April 2, 1997.  This
decrease is  attributable  to a decrease in the  amortization  of store  opening
costs and the reduction of  depreciation  and  amortization  associated with the
restaurants sold in March 1998.

         Other Restaurant Operating Costs. Other restaurant operating costs were
26.9% of restaurant  sales for the  thirteen-week  period ended April 1, 1998 as
compared with 27.8% of restaurant sales for the thirteen-week period ended April
2, 1997. Included in the 1998 results is a gain of $575,000 relating to the sale
of restaurants. Excluding this gain, other restaurant operating costs, expressed
as a percentage of revenue,  would have been 27.7%.  This decrease was primarily
attributable to the restaurant  operating  costs  associated with Black-eyed Pea
restaurants  and an increase in  comparable  same-store  sales in the  Company's
Denny's restaurants.

         Restaurant  Operating Income.  Restaurant operating income increased to
$6.4 million for the thirteen-week  period ended April 1, 1998, as compared with
$6.0 million for the thirteen-week period ended April 2, 1997. This increase was
principally the result of the factors described above.

         Administrative Expenses.  Administrative expenses were $3.1 million, or
4.2% of  restaurant  sales,  for the  thirteen-week  period ended April 1, 1998,
which is a decrease of $700,000 as compared  with 4.9% of  restaurant  sales for
the  thirteen-week  period ended April 2, 1997. This decrease is attributable to
the sale of certain  restaurants  during 1997 and the division and restructuring
of  administration  functions  between the Company's  Black-eyed Pea and Denny's
restaurant concepts.

         Interest  Expense.  Interest  expense  was  $3.4  million,  or  4.7% of
restaurant sales, for the  thirteen-week  period ended April 1, 1998 as compared
with $3.2 million,  or 4.2% of restaurant  sales, for the  thirteen-week  period
ended April 2, 1997.  The increase is the result of the increase in  outstanding
capital lease obligations.
                                       8
<PAGE>
         Income Tax  Benefit.  The  Company  recorded  an income tax  benefit of
approximately $17,000, or an effective rate of 35%, for the thirteen-week period
ended  April 1, 1998 as  compared  with an income tax  benefit of  approximately
$392,000,  or an effective rate of 40%, for the thirteen week period ended April
2, 1997.

         Net Income  (loss).  The Company  recorded net income of  approximately
$1.3 million for the thirteen week period ended April 1, 1998 as compared with a
net loss of $589,000  for the  thirteen-week  period  ended April 2, 1997,  as a
result of the factors described above and the extraordinary gain associated with
the early extinguishment of debt.


Liquidity and Capital Resources

The Company, and the restaurant industry generally,  receives  substantially all
of its revenue in cash with a relatively small amount of receivables. Therefore,
like many other companies in the restaurant industry,  the Company operates with
a working  capital  deficit.  The Company's  working  capital  deficit was $40.5
million at April 1, 1998 and $36.4  million at  January  1,  1997.  The  Company
believes that its current working capital deficit is consistent with the working
capital   position  of  restaurant   operators  of  similar  size.  The  Company
anticipates that it will continue to operate with a working capital deficit.

The Company  historically has satisfied its capital  requirements through credit
facilities  and   sale/leaseback   financing.   The  Company   requires  capital
principally  for the  development of new restaurants and to fund the acquisition
and  conversion of existing  restaurants.  Currently,  the Company is in various
stages of development of nine  Black-eyed Pea  restaurants,  which it expects to
open during 1998.  The Company  estimates that its costs to develop and open new
Black-eyed Pea  restaurant,  excluding real estate and building  costs,  will be
approximately $350,000 to $450,000 per restaurant. The Company believes that its
financing  commitments  will be adequate to meet its financing  needs during the
remainder of 1998.

Net cash  provided  by (used  in)  operating  activities  increased  from  ($4.6
million)  in the  first  thirteen  weeks  of 1997 to $.8  million  in the  first
thirteen weeks of 1998.  This increase is  attributable  to improved  restaurant
operations.

Net cash  provided by investing  activities  increased  from $2.2 million in the
first  thirteen  weeks of 1997 to $25.2 million in the first  thirteen  weeks of
1998. This change  primarily is attributable to the sale of certain  restaurants
in March 1998.

Net cash provided by (used in) financing  activities decreased from $1.1 million
in the first  thirteen  weeks of 1997 to ($25.6  million) in the first  thirteen
weeks of 1998.  Cash (used in) financing  activities  arose  primarily  from the
principal reductions in long-term debt.

In  March  1998,  the  Company  completed  the  sale  of 63  Denny's  and  eight
non-branded  restaurants,  of which six were closed, to a Denny's franchisee for
gross proceeds $28,700.  Net cash proceeds of $25,200 were used to (i) repay the
promissory note (the "BEP Note") payable to the seller of Black-eyed Pea U.S.A.,
Inc.  ("BEP") at a $2,400  discount  from its  outstanding  principal  amount of
approximately $15,285; (ii) cancel outstanding warrants to acquire approximately
1,000,000 shares of Common Stock at an exercise price of $1.90 per share,  which
were  issued in  connection  with the BEP Note;  (iii)  permanently  reduce  the
Company's  outstanding  borrowings under the term loan of the Credit Facility to
$1,500;  and (iv) repay certain  equipment  operating leases associated with the
restaurants  sold in this  transaction.  The  Company  has  included  the $2,400
discount on the BEP note as an extraordinary item in the accompanying  financial
statements.
                                       9
<PAGE>
In March 1998,  the Company  sold five  Denny's  restaurants  for cash and notes
totaling $1.1 million,  to an unrelated party. This  transactions  resulted in a
gain  of  $575,000,  which  has  been  included  in the  accompanying  financial
statements as a reduction of other restaurant  operating expenses.  In addition,
over the past quarter, the Company has closed five Denny's restaurants that were
not achieving designated cash flow requirements. The Company intends to continue
to evaluate its existing  restaurant  portfolio and to close or sell restaurants
as  appropriate.  The Company  was not in  compliance  with  certain of its debt
covenants at April 1, 1998 and has reclassified its senior bank debt as current.
The Company has not received  waivers,  but is currently working with its Senior
Lenders and anticipates receiving them in shortly.

Seasonality

The Company's operating results fluctuate from quarter to quarter as a result of
the  seasonal  nature of the  restaurant  industry,  the  temporary  closing  of
existing restaurants for conversion, and other factors. The Company's restaurant
sales are  generally  greater  in the second and third  fiscal  quarters  (April
through September) than in the first and fourth fiscal quarters (October through
March).  Occupancy and other operating costs, which remain relatively  constant,
have a  disproportionately  negative effect on operating results during quarters
with lower restaurant  sales. The Company's  working capital  requirements  also
fluctuate  seasonally,  with its greatest needs  occurring  during its first and
fourth quarters.

Inflation

The  Company  does not  believe  that  inflation  has had a  material  effect on
operating  results in past years.  Although  increases  in labor,  food or other
operating costs could  adversely  affect the Company's  operations,  the Company
generally has been able to modify its operating procedures or to increase prices
to offset increases in its operating costs.

Forward Looking Statements

This  Report  on  Form  10-Q  contains  forward-looking  statements,   including
statements regarding the Company's business strategies,  the Company's business,
and the industry in which the Company operates. These forward-looking statements
are based primarily on the Company's expectations and are subject to a number of
risks and uncertainties,  some of which are beyond the Company's control. Actual
results could differ materially from the forward-looking  statements as a result
of  numerous   factors,   including  those  set  forth  in  Item  1  -  "Special
Considerations"  in the Company's Annual Report on Form 10-K for the fiscal year
ended December 31, 1997.
                                       10
<PAGE>
PART II.    OTHER INFORMATION

ITEM 1.     LEGAL PROCEEDINGS
            None

ITEM 2.     CHANGES IN SECURITIES
            Not applicable.

ITEM 3.     DEFAULTS UPON SENIOR SECURITIES
            Not applicable.

ITEM 4.     SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
            Not applicable

ITEM 5.     OTHER INFORMATION
            Not applicable.

ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K
            (a)   Exhibits.

10.73A      Amendment  Agreement dated as of January 1, 1998, between DenAmerica
            Corp. and William G. Cox,  amending the Employment  Agreement  dated
            December 8, 1995,  between  American  Family  Restaurants,  Inc. and
            William G. Cox.

10.92C      Amendment and Limited  Consent and Waiver dated as of March 25, 1998
            among DenAmerica Corp., the Banks (as defined),  and Banque Paribas,
            as agent.

10.116      Asset Purchase  Agreement dated January 27, 1998,  among  DenAmerica
            Corp., Olajuwon Holdings, Inc., and Akinola Olajuwon (1).

10.117      First  Amendment to Asset  Purchase  Agreement  dated March 16, 1998
            between  DenAmerica  Corp.,  Olajuwon  Holdings,  Inc.,  and Akinola
            Olajuwon (1).

10.118      Promissory Note dated March 25, 1998, from Olajuwon  Holdings,  Inc.
            to DenAmerica Corp. in the principal amount of $1,700,000 (1).

10.119      Negative  Working  Capital Note date March 25, 1998,  from  Olajuwon
            Holdings,  Inc.  to  DenAmerica  Corp.  in the  principal  amount of
            $1,700,000 (1).

10.120      Executive  Employment  Agreement  dated  as of  December  27,  1997,
            between DenAmerica Corp. and Todd S. Brown.

27.1        Financial Data Schedule.

(1)         Incorporated  by reference to exhibits to the  Registrant's  Current
            Report on Form 8-K as filed on April 9, 1998.

(b)         Reports on Form 8-K

            On April 9, 1998,  the  Company  filed a Current  Report on Form 8-K
            dated March 25, 1998,  reporting the sale of 63 Denny's  restaurants
            and eight non-branded restaurants.
                                       11
<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.

                                        DENAMERICA CORP.

Dated:  May 15, 1998                    By: /s/ Todd S. Brown
                                           -------------------------------------
                                                Todd S. Brown
                                                Vice President, Chief Financial
                                                Officer, and Treasurer

                                                (Duly authorized  officer of the
                                                registrant,  principal financial
                                                and accounting officer)
                                       12