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                                                                   EXHIBIT 10.15

                         FAMOUS DAVE'S OF AMERICA, INC.

                         1997 EMPLOYEE STOCK OPTION PLAN


         1.   Purpose. The purpose of the 1997 Employee Stock Option Plan (the
"Plan") of Famous Dave's of America, Inc. (the "Company") is to increase
shareholder value and to advance the interests of the Company by attracting,
retaining and motivating employees of the Company by furnishing opportunities to
purchase or receive shares of Common Stock, $.01 par value, of the Company
("Common Stock") pursuant to the Plan.

         2.   Administration. The Plan shall be administered by the stock option
committee (the "Committee") of the Board of Directors of the Company. The
Committee shall consist of not less than two directors of the Company and shall
be appointed from time to time by the Board of Directors of the Company. The
Board of Directors of the Company may from time to time appoint members of the
Committee in substitution for, or in addition to, members previously appointed,
and may fill vacancies, however caused, in the Committee. The Committee shall
select one of its members as its chairman and shall hold its meetings at such
times and places as it shall deem advisable. A majority of the Committee's
members shall constitute a quorum. All action of the Committee shall be taken by
the majority of its members. Any action may be taken by a written instrument
signed by majority of the members and actions so taken shall be fully effective
as if it had been made by a majority vote at a meeting duly called and held. The
Committee may appoint a secretary, shall keep minutes of its meetings and shall
make such rules and regulations for the conduct of its business as it shall deem
advisable. The Committee shall have complete authority to award Incentives under
the Plan, to interpret the Plan, and to make any other determination which it
believes necessary and advisable for the proper administration of the Plan. The
Committee's decisions and matters relating to the Plan shall be final and
conclusive on the Company and its participants.

         3.   Eligible Employees. Employees of the Company (excluding officers 
and directors of the Company) shall become eligible to receive Incentives under
the Plan when designated by the Committee. Employees may be designated
individually or by groups or categories (for example, by pay grade) as the
Committee deems appropriate. Participation by others and any performance
objectives relating to others may be approved by groups or categories (for
example, by pay grade) and authority to designate participants who are not
officers and to set or modify such targets may be delegated.

         4.   Types of Incentives. Incentives under the Plan may be granted in 
any one or a combination of the following forms: (a) incentive stock options and
non-statutory stock options (section 6); (b) stock appreciation rights ("SARs")
(section 7); (c) stock awards (section 8); (d) restricted stock (section 8); and
(e) performance shares (section 9).






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         5.   Shares Subject to the Plan.

              5.1. Number of Shares. Subject to adjustment as provided in
         Section 10.6, the number of shares of Common Stock which may be issued
         under the Plan shall not exceed 200,000 shares of Common Stock, subject
         to approval by the shareholders of the Company at the next meeting of
         shareholders.

              5.2. Cancellation. To the extent that cash in lieu of shares of
         Common Stock is delivered upon the exercise of a SAR pursuant to
         Section 7.4, the Company shall be deemed, for purposes of applying the
         limitation on the number of shares, to have issued the greater of the
         number of shares of Common Stock which it was entitled to issue upon
         such exercise or on the exercise of any related option. In the event
         that a stock option or SAR granted hereunder expires or is terminated
         or canceled unexercised as to any shares of Common Stock, such shares
         may again be issued under the Plan either pursuant to stock options,
         SARs or otherwise. In the event that shares of Common Stock are issued
         as restricted stock or pursuant to a stock award and thereafter are
         forfeited or reacquired by the Company pursuant to rights reserved upon
         issuance thereof, such forfeited and reacquired shares may again be
         issued under the Plan, either as restricted stock, pursuant to stock
         awards or otherwise. The Committee may also determine to cancel, and
         agree to the cancellation of, stock options in order to make a
         participant eligible for the grant of a stock option at a lower price
         than the option to be canceled.

              5.3. Type of Common Stock. Common Stock issued under the Plan in
         connection with stock options, SARs, performance shares, restricted
         stock or stock awards, may be authorized and unissued shares.

         6.   Stock Options. A stock option is a right to purchase shares of
Common Stock from the Company. Each stock option granted by the Committee under
this Plan shall be subject to the following terms and conditions:

              6.1. Price. The option price per share shall be determined by the
         Committee, subject to adjustment under Section 10.6.

              6.2. Number. The number of shares of Common Stock subject to the
         option shall be determined by the Committee, subject to adjustment as
         provided in Section 10.6. The number of shares of Common Stock subject
         to a stock option shall be reduced in the same proportion that the
         holder thereof exercises a SAR if any SAR is granted in conjunction
         with or related to the stock option.

              6.3. Duration and Time for Exercise. Subject to earlier
         termination as provided in Section 10.4, the term of each stock option
         shall be determined by the Committee but shall not exceed ten years and
         one day from the date of grant. Each stock option shall become
         exercisable at such time or times during its term as shall be
         determined by the Committee at the time of grant. No stock option may
         be exercised during the first six months of its term. Except as
         provided by the preceding sentence, the Committee may



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         accelerate the exercisability of any stock option. Subject to the
         foregoing and with the approval of the Committee, all or any part of
         the shares of Common Stock with respect to which the right to purchase
         has accrued may be purchased by the Company at the time of such accrual
         or at any time or times thereafter during the term of the option.

              6.4. Manner of Exercise. A stock option may be exercised, in whole
         or in part, by giving written notice to the Company, specifying the
         number of shares of Common Stock to be purchased and accompanied by the
         full purchase price for such shares. The option price shall be payable
         in United States dollars upon exercise of the option and may be paid by
         cash; uncertified or certified check; bank draft; by delivery of shares
         of Common Stock in payment of all or any part of the option price,
         which shares shall be valued for this purpose at the Fair Market Value
         on the date such option is exercised; by instructing the Company to
         withhold from the shares of Common Stock issuable upon exercise of the
         stock option shares of Common Stock in payment of all or any part of
         the option price, which shares shall be valued for this purpose at the
         Fair Market Value or in such other manner as may be authorized from
         time to time by the Committee. Prior to the issuance of shares of
         Common Stock upon the exercise of a stock option, a participant shall
         have no rights as a shareholder.

              6.5. Incentive Stock Options. Notwithstanding anything in the Plan
         to the contrary, the following additional provisions shall apply to the
         grant of stock options which are intended to qualify as Incentive Stock
         Options (as such term is defined in Section 422 of the Internal Revenue
         Code of 1986, as amended):

                   (a)  The aggregate Fair Market Value (determined as of the
              time the option is granted) of the shares of Common Stock with
              respect to which Incentive Stock Options are exercisable for the
              first time by any participant during any calendar year (under all
              of the Company's plans) shall not exceed $100,000.

                   (b)  Any Incentive Stock Option certificate authorized under
              the Plan shall contain such other provisions as the Committee
              shall deem advisable, but shall in all events be consistent with
              and contain all provisions required in order to qualify the
              options as Incentive Stock Options.

                   (c)  All Incentive Stock Options must be granted within ten
              years from the earlier of the date on which this Plan was adopted
              by Board of Directors or the date this Plan was approved by the
              shareholders.

                   (d)  Unless sooner exercised, all Incentive Stock Options
              shall expire no later than 10 years after the date of grant.

                   (e)  The option price for Incentive Stock Options shall be 
              not less than the Fair Market Value of the Common Stock subject to
              the option on the date of grant.



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                   (f)  No Incentive Stock Options shall be granted to any
              participant who, at the time such option is granted, would own
              (within the meaning of Section 422 of the Code) stock possessing
              more than 10% of the total combined voting power of all classes of
              stock of the employer corporation or of its parent or subsidiary
              corporation.

         7.   Stock Appreciation Rights. A SAR is a right to receive, without
payment to the Company, a number of shares of Common Stock, cash or any
combination thereof, the amount of which is determined pursuant to the formula
set forth in Section 7.4. A SAR may be granted (a) with respect to any stock
option granted under this Plan, either concurrently with the grant of such stock
option or at such later time as determined by the Committee (as to all or any
portion of the shares of Common Stock subject to the stock option), or (b)
alone, without reference to any related stock option. Each SAR granted by the
Committee under this Plan shall be subject to the following terms and
conditions:

              7.1. Number. Each SAR granted to any participant shall relate to
         such number of shares of Common Stock as shall be determined by the
         Committee, subject to adjustment as provided in Section 10.6. In the
         case of an SAR granted with respect to a stock option, the number of
         shares of Common Stock to which the SAR pertains shall be reduced in
         the same proportion that the holder of the option exercises the related
         stock option.

              7.2. Duration. Subject to earlier termination as provided in
         Section 10.4, the term of each SAR shall be determined by the Committee
         but shall not exceed ten years and one day from the date of grant.
         Unless otherwise provided by the Committee, each SAR shall become
         exercisable at such time or times, to such extent and upon such
         conditions as the stock option, if any, to which it relates is
         exercisable. No SAR may be exercised during the first twelve months of
         its term. Except as provided in the preceding sentence, the Committee
         may in its discretion accelerate the exercisability of any SAR.

              7.3. Exercise. A SAR may be exercised, in whole or in part, by
         giving written notice to the Company, specifying the number of SARs
         which the holder wishes to exercise. Upon receipt of such written
         notice, the Company shall, within 90 days thereafter, deliver to the
         exercising holder certificates for the shares of Common Stock or cash
         or both, as determined by the Committee, to which the holder is
         entitled pursuant to Section 7.4.

              7.4. Payment. Subject to the right of the Committee to deliver
         cash in lieu of shares of Common Stock, the number of shares of Common
         Stock which shall be issuable upon the exercise of a SAR shall be
         determined by dividing:

                   (a)  the number of shares of Common Stock as to which the SAR
              is exercised multiplied by the amount of the appreciation in such
              shares (for this purpose, the "appreciation" shall be the amount
              by which the Fair Market Value of the shares of Common Stock
              subject to the SAR on the exercise date exceeds (1)


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              in the case of a SAR related to a stock option, the purchase price
              of the shares of Common Stock under the stock option or (2) in the
              case of a SAR granted alone, without reference to a related stock
              option, an amount which shall be determined by the Committee at
              the time of grant, subject to adjustment under Section 10.6); by

                   (b)  the Fair Market Value of a share of Common Stock on the
              exercise date.

              In lieu of issuing shares of Common Stock upon the exercise of a
         SAR, the Committee may elect to pay the holder of the SAR cash equal to
         the Fair Market Value on the exercise date of any or all of the shares
         which would otherwise be issuable. No fractional shares of Common Stock
         shall be issued upon the exercise of a SAR; instead, the holder of the
         SAR shall be entitled to receive a cash adjustment equal to the same
         fraction of the Fair Market Value of a share of Common Stock on the
         exercise date or to purchase the portion necessary to make a whole
         share at its Fair Market Value on the date of exercise.

         8.   Stock Awards and Restricted Stock. A stock award consists of the
transfer by the Company to a participant of shares of Common Stock, without
other payment therefor, as additional compensation for services to the Company.
A share of restricted stock consists of shares of Common Stock which are sold or
transferred by the Company to a participant at a price determined by the
Committee (which price shall be at least equal to the minimum price required by
applicable law for the issuance of a share of Common Stock) and subject to
restrictions on their sale or other transfer by the participant. The transfer of
Common Stock pursuant to stock awards and the transfer and sale of restricted
stock shall be subject to the following terms and conditions:

              8.1. Number of Shares. The number of shares to be transferred or
         sold by the Company to a participant pursuant to a stock award or as
         restricted stock shall be determined by the Committee.

              8.2. Sale Price. The Committee shall determine the price, if any,
         at which shares of restricted stock shall be sold to a participant,
         which may vary from time to time and among participants and which may
         be below the Fair Market Value of such shares of Common Stock at the
         date of sale.

              8.3. Restrictions. All shares of restricted stock transferred or
         sold hereunder shall be subject to such restrictions as the Committee
         may determine, including, without limitation any or all of the
         following:

                   (a)  a prohibition against the sale, transfer, pledge or 
              other encumbrance of the shares of restricted stock, such
              prohibition to lapse at such time or times as the Committee shall
              determine (whether in annual or more frequent installments, at the
              time of the death, disability or retirement of the holder of such
              shares, or otherwise);



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                   (b)  a requirement that the holder of shares of restricted
              stock forfeit, or (in the case of shares sold to a participant)
              resell back to the Company at his cost, all or a part of such
              shares in the event of termination of his employment during any
              period in which such shares are subject to restrictions;

                   (c)  such other conditions or restrictions as the Committee
              may deem advisable.

              8.4. Escrow. In order to enforce the restrictions imposed by the
         Committee pursuant to Section 8.3, the participant receiving restricted
         stock shall enter into an agreement with the Company setting forth the
         conditions of the grant. Shares of restricted stock shall be registered
         in the name of the participant and deposited, together with a stock
         power endorsed in blank, with the Company. Each such certificate shall
         bear a legend in substantially the following form:

              The transferability of this certificate and the shares
              of Common Stock represented by it are subject to the
              terms and conditions (including conditions of
              forfeiture) contained in the 1997 Employee Stock Option
              Plan of Famous Dave's of America, Inc. (the "Company"),
              and an agreement entered into between the registered
              owner and the Company. A copy of the Plan and the
              agreement is on file in the office of the secretary of
              the Company.

              8.5. End of Restrictions. Subject to Section 10.5, at the end of
         any time period during which the shares of restricted stock are subject
         to forfeiture and restrictions on transfer, such shares will be
         delivered free of all restrictions to the participant or to the
         participant's legal representative, beneficiary or heir.

              8.6. Shareholder. Subject to the terms and conditions of the Plan,
         each participant receiving restricted stock shall have all the rights
         of a shareholder with respect to shares of stock during any period in
         which such shares are subject to forfeiture and restrictions on
         transfer, including without limitation, the right to vote such shares.
         Dividends paid in cash or property other than Common Stock with respect
         to shares of restricted stock shall be paid to the participant
         currently.

         9. Performance Shares. A performance share consists of an award which
shall be paid in shares of Common Stock, as described below. The grant of
performance share shall be subject to such terms and conditions as the Committee
deems appropriate, including the following:

              9.1. Performance Objectives. Each performance share will be
         subject to performance objectives for the Company or one of its
         operating units to be achieved by the end of a specified period. The
         number of performance shares granted shall be determined by the
         Committee and may be subject to such terms and conditions, as the
         Committee shall determine. If the performance objectives are achieved,
         each participant will be paid in shares of Common Stock or cash. If
         such objectives are not met, each 

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         grant of performance shares may provide for lesser payments in
         accordance with formulas established in the award.

              9.2.  Not Shareholder. The grant of performance shares to a
         participant shall not create any rights in such participant as a
         shareholder of the Company, until the payment of shares of Common Stock
         with respect to an award.

              9.3.  No Adjustments. No adjustment shall be made in performance
         shares granted on account of cash dividends which may be paid or other
         rights which may be issued to the holders of Common Stock prior to the
         end of any period for which performance objectives were established.

              9.4.  Expiration of Performance Share. If any participant's
         employment with the Company is terminated for any reason other than
         normal retirement, death or disability prior to the achievement of the
         participant's stated performance objectives, all the participants
         rights on the performance shares shall expire and terminate unless
         otherwise determined by the Committee. In the event of termination of
         employment by reason of death, disability, or normal retirement, the
         Committee, in its own discretion may determine what portions, if any,
         of the performance shares should be paid to the participant.

         10.  General.

              10.1. Effective Date. The Plan will become effective on June 24,
         1997.

              10.2. Duration. The Plan shall remain in effect until all
         Incentives granted under the Plan have either been satisfied by the
         issuance of shares of Common Stock or the payment of cash or been
         terminated under the terms of the Plan and all restrictions imposed on
         shares of Common Stock in connection with their issuance under the Plan
         have lapsed. No Incentives may be granted under the Plan after the
         tenth anniversary of the date the Plan is approved by the shareholders
         of the Company.

              10.3. Non-transferability of Incentives. No stock option, SAR,
         restricted stock or performance award may be transferred, pledged or
         assigned by the holder thereof (except, in the event of the holder's
         death, by will or the laws of descent and distribution to the limited
         extent provided in the Plan or in the Incentive) and the Company shall
         not be required to recognize any attempted assignment of such rights by
         any participant. During a participant's lifetime, an Incentive may be
         exercised only by him or by his guardian or legal representative.


              10.4. Effect of Termination of Employment or Death. In the event
         that a participant ceases to be an employee of the Company for any
         reason, including death, any Incentives may be exercised or shall
         expire at such times as may be determined by the Committee.



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              10.5. Additional Condition. Notwithstanding anything in this Plan
         to the contrary: (a) the Company may, if it shall determine it
         necessary or desirable for any reason, at the time of award of any
         Incentive or the issuance of any shares of Common Stock pursuant to any
         Incentive, require the recipient of the Incentive, as a condition to
         the receipt thereof or to the receipt of shares of Common Stock issued
         pursuant thereto, to deliver to the Company a written representation of
         present intention to acquire the Incentive or the shares of Common
         Stock issued pursuant thereto for his own account for investment and
         not for distribution; and (b) if at any time the Company further
         determines, in its sole discretion, that the listing, registration or
         qualification (or any updating of any such document) of any Incentive
         or the shares of Common Stock issuable pursuant thereto is necessary on
         any securities exchange or under any federal or state securities or
         blue sky law, or that the consent or approval of any governmental
         regulatory body is necessary or desirable as a condition of, or in
         connection with the award of any Incentive, the issuance of shares of
         Common Stock pursuant thereto, or the removal of any restrictions
         imposed on such shares, such Incentive shall not be awarded or such
         shares of Common Stock shall not be issued or such restrictions shall
         not be removed, as the case may be, in whole or in part, unless such
         listing, registration, qualification, consent or approval shall have
         been effected or obtained free of any conditions not acceptable to the
         Company.

              10.6. Adjustment. In the event of any merger, consolidation or
         reorganization of the Company with any other corporation or
         corporations, there shall be substituted for each of the shares of
         Common Stock then subject to the Plan, including shares subject to
         restrictions, options, or achievement of performance share objectives,
         the number and kind of shares of stock or other securities to which the
         holders of the shares of Common Stock will be entitled pursuant to the
         transaction. In the event of any recapitalization, stock dividend,
         stock split, combination of shares or other change in the Common Stock,
         the number of shares of Common Stock then subject to the Plan,
         including shares subject to restrictions, options or achievements of
         performance shares, shall be adjusted in proportion to the change in
         outstanding shares of Common Stock. In the event of any such
         adjustments, the purchase price of any option, the performance
         objectives of any Incentive, and the shares of Common Stock issuable
         pursuant to any Incentive shall be adjusted as and to the extent
         appropriate, in the discretion of the Committee, to provide
         participants with the same relative rights before and after such
         adjustment.

              10.7. Incentive Plans and Agreements. Except in the case of stock
         awards or cash awards, the terms of each Incentive shall be stated in a
         plan or agreement approved by the Committee. The Committee may also
         determine to enter into agreements with holders of options to
         reclassify or convert certain outstanding options, within the terms of
         the Plan, as Incentive Stock Options or as non-statutory stock options
         and in order to eliminate SARs with respect to all or part of such
         options and any other previously issued options.


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              10.8. Withholding.

                    (a) The Company shall have the right to withhold from any
              payments made under the Plan or to collect as a condition of
              payment, any taxes required by law to be withheld. At any time
              when a participant is required to pay to the Company an amount
              required to be withheld under applicable income tax laws in
              connection with a distribution of Common Stock or upon exercise of
              an option or SAR, the participant may satisfy this obligation in
              whole or in part by electing (the "Election") to have the Company
              withhold from the distribution shares of Common Stock having a
              value up to the amount required to be withheld. The value of the
              shares to be withheld shall be based on the Fair Market Value of
              the Common Stock on the date that the amount of tax to be withheld
              shall be determined ("Tax Date").

                    (b) Each Election must be made prior to the Tax Date. The
              Committee may disapprove of any Election, may suspend or terminate
              the right to make Elections, or may provide with respect to any
              Incentive that the right to make Elections shall not apply to such
              Incentive. An Election is irrevocable.

              10.9. No Continued Employment or Right to Corporate Assets. No
         participant under the Plan shall have any right, because of his or her
         participation, to continue in the employ of the Company for any period
         of time or to any right to continue his or her present or any other
         rate of compensation. Nothing contained in the Plan shall be construed
         as giving an employee, the employee's beneficiaries or any other person
         any equity or interests of any kind in the assets of the Company or
         creating a trust of any kind or a fiduciary relationship of any kind
         between the Company and any such person.

              10.10. Deferral Permitted. Payment of cash or distribution of any
         shares of Common Stock to which a participant is entitled under any
         Incentive shall be made as provided in the Incentive. Payment may be
         deferred at the option of the participant if provided in the Incentive.

              10.11. Amendment of the Plan. The Board may amend or discontinue
         the Plan at any time. However, no such amendment or discontinuance
         shall, subject to adjustment under Section 10.6, (a) change or impair,
         without the consent of the recipient, an Incentive previously granted,
         (b) increase the maximum number of shares of Common Stock which may be
         issued to all participants under the Plan, (c) change or expand the
         types of Incentives that may be granted under the Plan, (d) change the
         class of persons eligible to receive Incentives under the Plan, or (e)
         materially increase the benefits accruing to participants under the
         Plan.

              10.12 Immediate Acceleration of Incentives. Notwithstanding any
         provision in this Plan or in any Incentive to the contrary, (a) the
         restriction on all shares of restricted stock award shall lapse
         immediately, (b) all outstanding options and SARs will become
         exercisable immediately, and (c) all performance shares shall be deemed
         to be met and 



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         payment made immediately. If any of the following events occur unless
         otherwise determined by the Board of Directors and a majority of the
         Continuing Directors (as defined below):

                   (1)  any person or group of persons becomes the beneficial
              owner of 30% or more of any equity security of the Company
              entitled to vote for the election of directors;

                   (2)  a majority of the members of the Board of Directors of
              the Company is replaced within the period of less than two years
              by directors not nominated and approved by the Board of Directors;
              or

                   (3)  the shareholders of the Company approve an agreement to
              merge or consolidate with or into another corporation or an
              agreement to sell or otherwise dispose of all or substantially all
              of the Company's assets (including a plan of liquidation).

              For purposes of this Section 10.12, beneficial ownership by a
         person or group of persons shall be determined in accordance with
         Regulation 13D (or any similar successor regulation) promulgated by the
         Securities and Exchange Commission pursuant to the 1934 Act. Beneficial
         ownership of more than 30% of an equity security may be established by
         any reasonable method, but shall be presumed conclusively as to any
         person who files a Schedule 13D report with the Securities and Exchange
         Commission reporting such ownership. If the restrictions and
         forfeitability periods are eliminated by reason of provision (1), the
         limitations of this Plan shall not become applicable again should the
         person cease to own 30% or more of any equity security of the Company.

              For purposes of this Section 10.12, "Continuing Directors" are
         directors (a) who were in office prior to the time of any of provisions
         (1), (2) or (3) occurred or any person publicly announced an intention
         to acquire 20% or more of any equity security of the Company, (b)
         directors in office for a period of more than two years, and (c)
         directors nominated and approved by the Continuing Directors.

              10.13. Definition of Fair Market Value. For purposes of this Plan,
         the "Fair Market Value" of a share of Common Stock at a specified date
         shall, unless otherwise expressly provided in this Plan, be the amount
         which the Committee determines in good faith to be 100% of the fair
         market value of such a share as of the date in question; provided,
         however, that notwithstanding the foregoing, if such shares are listed
         on a U.S. securities exchange or are quoted on the NASDAQ National
         Market System or NASDAQ Small-Cap Stock Market ("NASDAQ"), then Fair
         Market Value shall be determined by reference to the last sale price of
         a share of Common Stock on such U.S. securities exchange or NASDAQ on
         the applicable date. If such U.S. securities exchange or NASDAQ is
         closed for trading on such date, or if the Common Stock does not trade
         on such date, then the last sale price used shall be the one on the
         date the Common Stock last traded on such U.S. securities exchange or
         NASDAQ.



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