U.S. Securities and Exchange Commission
                             Washington, D.C. 20549

                                   Form 10-QSB

(Mark One)

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

                For the quarterly period ended         MARCH 31, 1997
                                               ---------------------------------
    [ ]     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
            EXCHANGE ACT OF 1934

                  For the transition period from _______  to _______

                         Commission file number     0-22132
                                                --------------

                          BUCKHEAD AMERICA CORPORATION
--------------------------------------------------------------------------------
                     (Exact name of small business issuer as
                            specified in its charter)

           DELAWARE                                        58-2023732
------------------------------------        ------------------------------------
(State or other jurisdiction of                (IRS Employer Identification No.)
incorporation or organization

           4243 DUNWOODY CLUB DRIVE, SUITE 200, ATLANTA, GEORGIA 30350
--------------------------------------------------------------------------------
                    (Address of principal executive offices)

                                 (770) 393-2662
--------------------------------------------------------------------------------
                           (Issuer's telephone number)

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

    Check  whether  the issuer  (1) filed all  reports  required  to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 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
                                                                      ---   --- 
                      APPLICABLE ONLY TO CORPORATE ISSUERS

    State the number of shares  outstanding  of each of the issuer's  classes of
common equity, as of the latest practicable date: April 30, 1997

           Common stock, par value $.01 - 1,771,127 shares outstanding
           -----------------------------------------------------------

    Transitional Small Business Disclosure Format (Check one):
Yes       No  X
    ---      ---
                                        1

<PAGE>



                           PART I - FINANCIAL INFORMATION


                            BUCKHEAD AMERICA CORPORATION
                                  AND SUBSIDIARIES

                   Condensed Consolidated Financial Statements

                               March 31, 1997 and 1996

                                     (Unaudited)









































                                         2


<PAGE>
                          BUCKHEAD AMERICA CORPORATION
                                AND SUBSIDIARIES

                      Condensed Consolidated Balance Sheet
                                 March 31, 1997
                                   (Unaudited)

                                     Assets
                                     ------

Current assets:
      Cash and cash equivalents, including
       restricted cash of $284,637                                 $  1,878,401
      Short-term investments                                          2,649,005
      Current portions of notes receivable                              731,143
      Other current assets                                              666,317
                                                                   ------------
            Total current assets                                      5,924,866

Noncurrent portions of notes receivable                                 398,703
Property and equipment, at cost, net of
      accumulated depreciation                                       19,084,452
Other assets                                                          2,103,557
                                                                   ------------
            Total assets                                           $ 27,511,578
                                                                   ============

                      Liabilities and Shareholders' Equity
                      ------------------------------------

Current liabilities:
      Accounts payable and accrued expenses                        $    751,394
      Current portions of notes payable                                 330,271
                                                                   ------------
            Total current liabilities                                 1,081,665

Noncurrent portions of notes payable                                 12,019,991
                                                                   ------------
            Total liabilities                                        13,101,656
                                                                   ------------
Minority interest in partnership                                        666,674

Shareholders' equity:
      Common stock; par value $.01; 3,000,000
       shares authorized; 1,817,977 shares issued
       and 1,771,127 shares outstanding                                  18,180
      Additional paid-in capital                                      6,288,574
      Retained earnings                                               7,826,315
      Treasury stock (46,850 shares)                                   (389,821)
                                                                   ------------
         Total shareholders' equity                                  13,743,248
                                                                   ------------
         Total liabilities and shareholders' equity                $ 27,511,578
                                                                   ============


See accompanying notes to condensed consolidated financial statements.

                                        3

<PAGE>

                          BUCKHEAD AMERICA CORPORATION
                                AND SUBSIDIARIES

                   Condensed Consolidated Statements of Income
                   Three Months ended March 31, 1997 and 1996
                                   (Unaudited)


                                                          1997           1996
                                                       ----------     ----------

Revenues:
   Hotel revenues                                      $2,288,172      2,880,764

   Interest income:
     Notes receivable                                      19,555         88,570
     Investments                                          543,024        121,456
                                                       ----------     ----------
          Total interest income                           562,579        210,026
                                                       ----------     ----------


   Other income                                           954,677        356,461
                                                       ----------     ----------

           Total revenues                               3,805,428      3,447,251
                                                       ----------     ----------

Expenses:
   Hotel operations                                     1,632,260      1,890,179
   Depreciation and amortization                          190,300        237,100
   Other operating and administrative                     611,578        434,853
   Interest                                               257,048        382,014
                                                       ----------     ----------

          Total operating, administrative,
           and interest expenses                        2,691,186      2,944,146
                                                       ----------     ----------

          Income before income taxes                    1,114,242        503,105

Provision for income taxes                                   --             --
                                                       ----------     ----------

          Net income                                   $1,114,242        503,105
                                                       ==========     ==========

Net income per common and common
   equivalent share                                         $ .61            .28
                                                            =====            ===

Weighted average number of common
 and common equivalent shares used
 to calculate net income per share                      1,821,994      1,803,212
                                                       ==========     ==========

See accompanying notes to condensed consolidated financial statements.

                                        4

<PAGE>
                          BUCKHEAD AMERICA CORPORATION
                                AND SUBSIDIARIES

                 Condensed Consolidated Statements of Cash Flows
                   Three Months Ended March 31, 1997 and 1996
                                   (Unaudited)


                                                        1997            1996
                                                    -----------     -----------

Cash flows from operating activities:
      Net income                                    $ 1,114,242         503,105
      Adjustments to reconcile net income
       to net cash provided by
       operating activities:
      Depreciation and amortization                     190,300         237,100
      Gain on note sale                                (800,000)           --
      Other, net                                       (214,387)       (225,742)
                                                    -----------     -----------

        Net cash provided by
          operating activities                          290,155         514,463
                                                    -----------     -----------

Cash flows from investing activities:
      Note receivable principal receipts                852,660       1,844,645
      Originations of notes receivable                 (250,000)           --
      Hotel assets acquired                                --        (2,965,000)
      Capital expenditures                             (513,855)       (279,448)
      Other, net                                       (233,532)        (37,504)
                                                    -----------     -----------

        Net cash used by
          investing activities                         (144,727)     (1,437,307)
                                                    -----------     -----------

Cash flows from financing activities:
      Repayments of notes payable                       (68,697)     (1,781,050)
      Additional borrowings                                --         2,330,000
                                                    -----------     -----------

        Net cash provided (used) by
          financing activities                          (68,697)        548,950
                                                    -----------     -----------

Net increase (decrease) in cash and
   cash equivalents                                      76,731        (373,894)

Cash and cash equivalents at beginning
   of period                                          1,801,670       3,172,661
                                                    -----------     -----------

Cash and cash equivalents at end of period          $ 1,878,401       2,798,767
                                                    ===========     ===========


See accompanying notes to condensed consolidated financial statements.

                                        5

<PAGE>



                          BUCKHEAD AMERICA CORPORATION
                                AND SUBSIDIARIES

              Notes to Condensed Consolidated Financial Statements

                             March 31, 1997 and 1996
                                   (Unaudited)



      (1)   Basis of Presentation
            ---------------------

            The  accompanying   unaudited   condensed   consolidated   financial
            statements  do not  include  all of the  information  and  footnotes
            required by generally  accepted  accounting  principles for complete
            financial statements. In the opinion of management,  all adjustments
            (consisting of normal recurring accruals) considered necessary for a
            fair presentation have been included.  The results of operations for
            interim periods are not  necessarily  indicative of the results that
            may be expected  for a full year or any other  interim  period.  For
            further  information,  see  the  consolidated  financial  statements
            included in the  Company's  Form 10-KSB for the year ended  December
            31, 1996.


      (2)   Subsequent Event
            ----------------

            On May 8, 1997, the Company completed its acquisition of Lodgekeeper
            Group Inc. of Prospect,  Ohio  ("Lodgekeeper").  The purchase  price
            totaled  approximately $6.5 million consisting  primarily of cash of
            $825,000,  approximately  106,000  shares  of  common  stock  of the
            Company,  and the assumption of approximately  $4.8 million of debt.
            Lodgekeeper   operates  18  hotels  under  long-term  leases,  holds
            management  contracts on five Country Hearth Inn hotels and owns one
            independent  hotel,  among other  assets.  The  acquisition  will be
            accounted for using the purchase method and Lodgekeeper's results of
            operations  will be included in the Company's  subsequent  financial
            statements from the acquisition date.













                                        6


<PAGE>



Item 2.     Management's Discussion and Analysis.

FINANCIAL CONDITION AND CHANGES IN FINANCIAL CONDITION.
-------------------------------------------------------

1996
----

The most significant  event affecting the Company's  financial  condition during
the first quarter of 1996 was the acquisition of an 82-room hotel in Atlanta for
approximately $3 million.  The acquisition was funded by $600,000 cash, issuance
of a $230,000  interest free short-term note, and a seller provided $2.1 million
(9.5%) first mortgage.

During 1996 and 1997,  the Company spent  approximately  $800,000 in renovations
and  refurbishments  in converting  the Atlanta  hotel to a Country  Hearth Inn.
Approximately half of these costs were financed through lease agreements.

Other first  quarter 1996 events  included the  collection  of $1.1 million on a
first mortgage note receivable  which had been pledged to Trilon  International.
These funds reduced the Company's net obligation to Trilon to approximately $1.5
million.  The Trilon  obligation  was fully  satisfied in the fourth  quarter of
1996.

The Company also collected in full on a $730,000  short-term note related to the
development, conversion, and sale of a hotel property in Lake Park, Georgia. The
Company  recognized a $130,000  first  quarter  profit as a result of converting
this property to a Country Hearth Inn.

The Company reduced its Orlando IRB obligation $400,000 using funds generated by
operations of the Orlando  Country Hearth Inn. Such obligation was refinanced in
November 1996.


1997
----

The Company completed the renovations of the Atlanta, Georgia Country Hearth Inn
in January 1997.  The Atlanta hotel was acquired in March 1996 (see above).  The
Company  completed the renovations of the Dalton,  Georgia Country Hearth Inn in
February 1997 and also completed  certain  enhancements to the Orlando,  Florida
Country  Hearth  Inn which  were  required  under its debt  obligation.  Capital
expenditures  on these three hotels during the first quarter of 1997  aggregated
approximately $500,000 and were funded from available cash and restricted funds.

The Company received  $800,000 cash from the sale of a mortgage note in February
1997.  The  Company  also  received  approximately  $1.6  million  cash from its
investment  in IRB's which were called in February  1997.  The majority of these
funds were reinvested in short-term government securities.

In March 1997,  the Company  announced  that it had  entered  into two  separate
agreements for the  acquisition of hotels,  hotel  management  contracts,  and a
hotel  management  business.  One  agreement  provides for the purchase of eight
Hatfield Inns located in Kentucky and Missouri (the "Hatfield  Agreement").  The
Hatfield   Agreement,   if   consummated,   would  require  the   assumption  of

                                        7

<PAGE>


approximately  $7  million  in  debt  and  the  issuance  of $3  million  of 10%
cumulative  preferred  convertible stock of the Company.  The Company intends to
convert the properties to Country Hearth Inns; conversion costs are not expected
to be significant. The operations of the hotels are expected to service the debt
and the  preferred  stock  requirements.  The  Hatfield  Agreement is subject to
significant due diligence and other  contingencies.  The  authorization to issue
preferred shares of the Company is subject to shareholder  approval.  Management
of the Company  provides no assurances that the transaction will be completed or
that, if completed, the final terms will be the same as described above.

The  second  agreement  was  for  the  acquisition  of  Lodgekeeper  Group  Inc.
("Lodgekeeper"), a closely held concern that manages 24 hotels in Ohio, Indiana,
and  Michigan.  Lodgekeeper  operates 18 hotels under  long-term  leases,  holds
management  contracts on five  Country  Hearth  Inns,  and owns one  independent
hotel, among other assets. The transaction was completed in May 1997 (see note 2
to the accompanying condensed consolidated financial statements).

In February 1997, the Company  completed the sale of its investment in Days Inns
Mortgage Trust ("DIMT").  The Company collected $100,000 from the sale; the gain
for financial  reporting  purposes had been  recognized in 1996. The Company had
significant  tax purpose net operating loss  carryforwards  associated  with its
investment in DIMT.  The Company had not  recognized the benefits from these tax
purpose carryforwards since they were offset by tax purpose gains which would be
realized  upon the  dissolution  of DIMT  (i.e.  these were  timing  differences
between financial and tax reporting). The Company continues to have unrecognized
net deferred tax assets of  approximately  $4 million  which will be realized if
and to the extent the Company sustains continued profitable operations.



RESULTS OF OPERATIONS
---------------------

First Quarter of 1997 vs. First Quarter of 1996
-----------------------------------------------

Hotel revenues and operating  profits before  interest and  depreciation  in the
first  quarter of 1997 were reduced as a result of the fourth  quarter 1996 sale
of the Company's Miami hotel. The Miami hotel contributed approximately $160,000
of net  income to the  Company's  1996  first  quarter,  but lost  approximately
$80,000 during the remainder of 1996.

Excluding the impact of the Miami hotel,  hotel  revenues and operating  profits
before interest and depreciation increased during the first quarter of 1997. The
revenue  increase was primarily  attributable to the acquisitions of the Atlanta
and Dalton hotels. Operating profits from the Orlando and Daytona Florida hotels
were comparable to 1996, and were comparatively  negligible from the Atlanta and
Dalton  hotels  which just  completed  renovations.  Operating  profits from the
Company's  Texas  hotels  tripled in the first  quarter of 1997 vs. 1996 as they
completed their first full year as Country Hearth Inns.

Note receivable interest income continued to decline as a result of decreases in
the note receivable portfolio. As previously stated, management intends to shift

                                        8


<PAGE>


financial resources to other assets,  such as the hotel acquisitions  previously
discussed. The first quarter of 1997 included investment income of approximately
$450,000 as a result of the IRB's which were called. As previously stated, these
funds have been reinvested.

Other income in 1996  included the $130,000  gain from the sale of the Lake Park
hotel and approximately  $110,000 of income from changes in estimates of allowed
amounts of "Old  Buckhead"  claims.  Further  gains from these  sources  are not
expected.  Other income in 1997 included the $800,000 note sale gain  previously
discussed.  Other income also  included  Country  Hearth Inn  franchise  fees of
approximately  $108,000  and  $92,000  in the first  quarters  of 1997 and 1996,
respectively.

Depreciation  and  interest  expense  in 1997  were  reduced  as a result of the
previously  discussed Miami hotel sale. Interest expense on each individual debt
obligation generally decreased as the principal balances were reduced.  Interest
expense associated with the Orlando hotel increased as a result of the increased
principal balance  resulting from its November 1996  refinancing.  Proceeds from
the  refinancing  were used to pay off the Trilon  obligation.  Trilon  interest
expense in the first  quarter of 1996 amounted to $68,000.  Interest  expense in
future  periods  will  increase  as a result of the  openings of the Atlanta and
Dalton hotels.  Most of the Company's debt  obligations are fixed rate, thus the
Company is not susceptible to a large amount of rate risk.

Other operating and administrative  expenses increased approximately $175,000 in
the first quarter 1997 vs. 1996. These increases result primarily from personnel
additions  associated  with  Country  Hearth  Inn  franchising   activities  and
increased  sales and  marketing  efforts.  The Company has  continued  to invest
portions of its other income into the expansion of the Country  Hearth Inn hotel
chain.  Management  expects to recover such investments from future  franchising
income.

      The  Company's  financial  condition  and results of  operations in future
periods will be  significantly  impacted by the Lodgekeeper  acquisition and the
Hatfield acquisition, if completed. The Company expects to report historical and
pro forma financial  information relating to its acquisitions,  as required,  in
subsequent filings with the Commission.











                                        9


<PAGE>




                           PART II - OTHER INFORMATION



Item 6.  Exhibits and Reports on Form 8-K

(a) Exhibit Index

    Exhibit        Description                               
    -------        -----------                               

     2.1*          Stock Purchase  Agreement dated as of March 7, 1997 amoug the
                   Registrant,  The Lodge Keeper Group, Inc. ("LodgeKeeper") and
                   the Stockholders of LodgeKeeper.

     2.2*          Agreement  of  Merger  dated as of March 11,  1997  among the
                   Registrant,  BLM-RH,  Inc.,  Hatfield Inns, LLC, Guy Hatfield
                   Dorothy   Hatfield,   and   Hatfield   Inns   Advisors,   LLC
                   (Incorporated  herein  by  reference  to  Appendix  B of  the
                   Registrant's  Preliminary  Proxy  Statement  filed  with  the
                   Securities and Exchange Commission on April 25, 1997.)

     3(i)          Articles of Incorporation  (Previously  filed as Exhibit 3(i)
                   to the  Registrant's  Registration  Statement  on Form  10-SB
                   which became  effective on November 22, 1993 and incorporated
                   herein by reference.)

     3(i)(a)       Certificate  of Amendment  of  Certificate  of  Incorporation
                   (Previously  filed as  Exhibit  3(i)(a)  to the  Registrant's
                   December  31,  1994 Form  10-KSB and  incorporated  herein by
                   reference.)

     3(ii)         By-Laws  -  Amended   and   Restated  as  of  June  27,  1994
                   (Previously  filed  as  Exhibit  3(ii)  to  the  Registrant's
                   December  31,  1994 Form  10-KSB and  incorporated  herein by
                   reference.)
     
     27            Financial Data Schedule

--------------    
   * In accordance  with Item  601(b)(2) of Regulation  S-K, the schedules  have
been omitted and the Company undertakes to furnish  supplementally a copy of any
omitted schedule to the commission upon request.

(b)  Reports on Form 8-K


               The  Company  has not filed any  reports  on Form 8-K  during the
               quarter for which this report is filed.






                                       10


<PAGE>






                                   SIGNATURES


    In accordance  with the  requirements  of the Exchange  Act, the  registrant
    caused this report to be signed on its behalf by the undersigned,  thereunto
    duly authorized.





Buckhead America Corporation
----------------------------
        (Registrant)



Date:    May 14, 1997                /s/ Douglas C. Collins
         --------------              -------------------------------------------
                                     Douglas C. Collins
                                     President and Chief Executive Officer




Date:    May 14, 1997                /s/ Robert B. Lee
         --------------              -------------------------------------------
                                     Robert B. Lee
                                     Senior Vice President and
                                     Chief Financial and Accounting Officer



                                       11