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     SEPTEMBER 30, 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:    October 31, 1997
                                                   --------------------
  
           Common stock, par value $.01 - 1,897,780 shares outstanding
           -----------------------------------------------------------


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

<PAGE>



                         PART I - FINANCIAL INFORMATION

                          Item 1. Financial Statements


                          BUCKHEAD AMERICA CORPORATION
                                AND SUBSIDIARIES

                   Consolidated Condensed Financial Statements

                           September 30, 1997 and 1996

                                   (Unaudited)





































                                        2


<PAGE>
                          BUCKHEAD AMERICA CORPORATION
                                AND SUBSIDIARIES

                      Consolidated Condensed Balance Sheet
                               September 30, 1997
                                   (Unaudited)

                                     Assets
                                     ------

Current assets:
   Cash and cash equivalents, including
    restricted cash of $560,166                                    $  1,820,646
   Short-term investments                                               320,628
   Current portions of notes receivable                                 599,169
   Other current assets                                               1,738,303
                                                                   ------------
         Total current assets                                         4,478,746

Noncurrent portions of notes receivable                                 630,087
Property and equipment, at cost, net of
   accumulated depreciation                                          34,701,026
Other assets                                                          4,865,100
                                                                   ------------
         Total assets                                              $ 44,674,959
                                                                   ============

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

Current liabilities:
   Accounts payable and accrued expenses                           $  3,033,924
   Current portions of notes payable                                  1,435,061
                                                                   ------------
         Total current liabilities                                    4,468,985

Noncurrent portions of notes payable                                 21,764,622
Other liabilities                                                       142,277
                                                                   ------------
         Total liabilities                                           26,375,884
                                                                   ------------
Minority interest in partnership                                        697,820

Shareholders' equity:
   Common stock; par value $.01; 3,000,000
     shares authorized; 1,949,630 shares issued
     and 1,897,780 shares outstanding                                    19,496
   Preferred Stock; par value $100; 200,000
     shares authorized; 30,000 shares
     issued and outstanding                                           3,000,000
   Additional paid-in capital                                         7,075,830
   Retained earnings                                                  7,928,250
   Treasury stock (51,850 shares)                                      (422,321)
                                                                   ------------
         Total shareholders' equity                                  17,601,255
                                                                   ------------
         Total liabilities and shareholders' equity                $ 44,674,959
                                                                   ============
See accompanying notes to consolidated condensed financial statements.
                                        3

<PAGE>

                          BUCKHEAD AMERICA CORPORATION
                                AND SUBSIDIARIES

                   Consolidated Condensed Statements of Income
                  Nine Months ended September 30, 1997 and 1996
                                   (Unaudited)



                                                         1997            1996
                                                     -----------     -----------
Revenues:
   Hotel revenues                                    $10,796,669       7,762,931
   Interest income                                       762,108         722,194
   Other income                                        1,908,716       1,682,657
                                                     -----------     -----------
           Total revenues                             13,467,493      10,167,782
                                                     -----------     -----------

Expenses:
   Hotel operations                                    7,891,810       5,593,179
   Depreciation and amortization                         801,081         722,300
   Other operating and administrative                  2,488,111       1,617,808
   Interest                                            1,050,314       1,143,954
                                                     -----------     -----------
          Total operating, administrative,
           and interest expenses                      12,231,316       9,077,241
                                                     -----------     -----------

          Income before income taxes                   1,236,177       1,090,541

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

          Net income                                 $ 1,236,177       1,090,541
                                                     ===========     ===========





Net income per common and common
   equivalent share                                  $      .64              .60
                                                            ===              ===


Weighted average number of common and
   common equivalent shares used to
   calculate net income per share                     1,886,739        1,813,431
                                                      =========        =========




See accompanying notes to consolidated condensed financial statements.

                                        4

<PAGE>

                          BUCKHEAD AMERICA CORPORATION
                                AND SUBSIDIARIES

                   Consolidated Condensed Statements of Income
                 Three Months ended September 30, 1997 and 1996
                                   (Unaudited)



                                                           1997           1996
                                                       ----------     ----------
Revenues:
   Hotel revenues                                      $5,081,763      2,444,487
   Interest income                                         85,304        208,351
   Other income                                           359,361        818,828
                                                       ----------     ----------
           Total revenues                               5,526,428      3,471,666
                                                       ----------     ----------

Expenses:
   Hotel operations                                     3,604,005      1,805,361
   Depreciation and amortization                          342,537        238,600
   Other operating and administrative                   1,040,926        736,479
   Interest                                               436,772        364,245
                                                       ----------     ----------
          Total operating, administrative,
           and interest expenses                        5,424,240      3,144,685
                                                       ----------     ----------

          Income before income taxes                      102,188        326,981

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

          Net income                                   $  102,188        326,981
                                                       ==========     ==========





Net income per common and common
   equivalent share                                    $      .04            .18
                                                              ===            ===


Weighted average number of common and
   common equivalent shares used to
   calculate net income per share                       1,950,637      1,818,582
                                                        =========      =========






See accompanying notes to consolidated condensed financial statements.

                                        5

<PAGE>

                          BUCKHEAD AMERICA CORPORATION
                                AND SUBSIDIARIES

                 Consolidated Condensed Statements of Cash Flows
                  Nine Months Ended September 30, 1997 and 1996
                                   (Unaudited)

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

Cash flows from operating activities:
      Net income                                    $ 1,236,177       1,090,541
      Adjustments to reconcile net income
       to net cash provided (used) by
       operating activities:
      Depreciation and amortization                     801,081         722,300
      Gain on note sale                                (800,000)           --
      Other, net                                       (959,912)       (907,673)
                                                    -----------     -----------
         Net cash provided (used) by
          operating activities                          277,346         905,168
                                                    -----------     -----------

Cash flows from investing activities:
      Note receivable principal receipts                934,137       2,519,659
      Originations of notes receivable                 (320,000)       (282,389)
      Hotel assets acquired                                --        (4,419,778)
      Capital expenditures                             (887,416)       (805,904)
      Other, net                                        524,358         543,262
                                                    -----------     -----------
         Net cash provided (used) by
          investing activities                          251,079      (2,445,150)
                                                    -----------     -----------

Cash flows from financing activities:
     Repayments of notes payable                       (586,941)     (2,698,155)
     Additional borrowings                                 --         3,450,000
     Preferred dividends                                (20,000)           --
     Issuance of common shares                           97,492          34,400
                                                    -----------     -----------
         Net cash provided (used) by
          financing activities                         (509,449)        786,245
                                                    -----------     -----------


Net increase (decrease) in cash and
   cash equivalents                                      18,976        (753,737)

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

Cash and cash equivalents at end of period          $ 1,820,646       2,418,924
                                                    ===========     ===========

                                                     (Continued)

See accompanying notes to consolidated condensed financial statements.
                                        6

<PAGE>

                          BUCKHEAD AMERICA CORPORATION
                                AND SUBSIDIARIES

           Consolidated Condensed Statements of Cash Flows - Continued
                  Nine Months Ended September 30, 1997 and 1996
                                   (Unaudited)



In May 1997, the Company recorded the following  partial cash activity  relating
to the acquisition of The Lodge Keeper Group, Inc.:


      Costs:
        Cash                                             $   825,000
        Common stock issued, net
          of treasury stock acquired                         658,580
        Debt assumed                                       4,784,754
                                                          ----------
                                                         $ 6,268,334
                                                          ==========
      Allocated to:
        Property and equipment                           $ 4,724,329
        Other assets                                       2,893,021
        Working capital deficit                           (1,349,016)
                                                           ---------

                                                         $ 6,268,334
                                                          ==========



In September  1997,  the Company  recorded the  following  partial cash activity
relating to the acquisition of Hatfield Inns, LLC:


      Costs:
        Cash and payables                                $ 1,464,293
        Preferred stock issued                             3,000,000
        Debt assumed or placed                             6,547,911
                                                          ----------

      Allocated to property and equipment               $ 11,012,204
                                                          ==========










See accompanying notes to consolidated condensed financial statements.

                                        7


<PAGE>
                          BUCKHEAD AMERICA CORPORATION
                                AND SUBSIDIARIES

              Notes to Consolidated Condensed Financial Statements
                           September 30, 1997 and 1996
                                   (Unaudited)

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

            The accompanying  unaudited 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)   Business Acquisitions
            ---------------------

            On May 8, 1997, the Company  completed its  acquisition of The Lodge
            Keeper Group, Inc. of Prospect,  Ohio ("Lodge Keeper"). The purchase
            price totaled  approximately  $6.3 million  consisting  primarily of
            cash of $825,000, 106,320 shares of common stock of the Company, and
            the assumption of  approximately  $4.8 million of debt. Lodge Keeper
            operated 18 hotels under long-term leases, held management contracts
            on five Country Hearth Inn hotels and owned one  independent  hotel,
            among other assets. The acquisition has been accounted for using the
            purchase  method  and  Lodge  Keeper's  results  of  operations  are
            included in the Company's financial  statements from the acquisition
            date.

            On September  23, 1997,  the Company  completed its  acquisition  of
            Hatfield  Inns,  LLC   ("Hatfield");   the  acquisition  was  deemed
            effective  on  September  1,  1997.   The  purchase   price  totaled
            approximately $11 million consisting  primarily of cash and payables
            of $1.5  million,  $3  million  of  preferred  stock  issued  by the
            Company,  and the  assumption  or  placement of  approximately  $6.5
            million of debt. The preferred stock is a 10% cumulative  instrument
            convertible  to  common  stock  in seven  years at the then  current
            market  value of the common  shares.  Hatfield  owned  eight 40 unit
            hotel  properties  located in Kentucky and Missouri.  The Company is
            converting all eight properties into Country Hearth Inns and intends
            to use the plans and  design  rights  which  were also  acquired  to
            develop and construct  additional  properties.  The  acquisition has
            been accounted for using the purchase method and Hatfield's  results
            of  operations  are included in the Company's  financial  statements
            from the deemed effective date.


                                                            (Continued)


                                        8

<PAGE>
                           BUCKHEAD AMERICA CORPORATION
                                AND SUBSIDIARIES

        Notes to Consolidated Condensed Financial Statements - Continued
                           September 30, 1997 and 1996
                                   (Unaudited)


            The  following  pro  forma  financial   information  presents  total
            revenue,  net  income,  and net income per share for the nine months
            ended  September  30,  1997  and  1996 as if the  Lodge  Keeper  and
            Hatfield acquisitions had occurred at the beginning of such periods:

                                            Nine Months ended September 30,

                 Pro forma:                           1997                1996
                 ---------------------      --------------          ----------

                 Total revenue              $   17,964,218          20,228,144
                                                ==========          ==========

                 Net income                 $    1,564,426           1,759,494
                                                 =========           =========


                 Net income per common and
                     common equivalent share 

                         Primary                   $    .72                .85
                                                        ===                ===


                         Fully Diluted             $    .67                .80
                                                        ===                ===
























                                        9


<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS.

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

1996
----

During  the third  quarter  of 1996,  the  Company  acquired  a 96 room hotel in
Dalton,  Georgia ("Dalton Hotel") for approximately  $1.5 million.  The purchase
was financed by a $1,050,000 (9.15%) first mortgage loan from a local bank and a
$70,000 (10%) short term note from the seller. The remainder was paid in cash. A
$700,000 renovation was begun and completed in the first quarter of 1997.

Renovations at the Company's hotel in Atlanta,  Georgia  ("Atlanta Hotel") began
shortly after the completion of the Olympic Games.  The $900,000  renovation was
completed prior to year end when the hotel reopened as a Country Hearth Inn. The
Company  funded a  substantial  portion of the  renovation  costs  through lease
agreements.

The  Company's  joint venture  project in Mason,  Ohio broke ground in September
1996 and opened in mid-May 1997.  This new 93 room hotel ("Mason  Hotel") is the
first of the Company's new interior-corridor prototype.

The Company  received a $4.6 million loan  commitment  to refinance  its Orlando
Country Hearth Inn. Proceeds from the refinancing allowed the Company to pay off
the remaining balance of its obligation to Trilon International, Inc., which was
to be due on December 31, 1996.


1997
----

The most  significant  event  occurring  in the  third  quarter  of 1997 was the
completion of the Hatfield Inn, LLC ("Hatfield")  acquisition.  On September 23,
1997, the Company  completed its  acquisition of Hatfield;  the  acquisition was
deemed effective on September 1, 1997. The purchase price totaled  approximately
$11  million  consisting  primarily  of cash and  payables of $1.5  million,  $3
million  of  preferred  stock  issued  by the  Company,  and the  assumption  or
placement of  approximately  $6.5 million of debt. The preferred  stock is a 10%
cumulative  instrument  convertible  to common  stock in seven years at the then
current market value of the common shares.  The new debt has a weighted  average
interest  rate of  approximately  9.4%.  Hatfield  owned  eight  40  unit  hotel
properties located in Kentucky and Missouri. The Company is converting all eight
properties  into  Country  Hearth  Inns and  intends to use the plans and design
rights which were also acquired to develop and construct additional properties.

Also in September 1997, the Company financed  approximately $260 thousand of its
Dalton Hotel  renovation costs by placing a second mortgage on the property with
the same local bank that holds the first mortgage.

The Company  received  approximately  $100 thousand of  additional  capital as a
result of the  exercises  of stock  options  by a former  director  and a former
employee.


                                       10

<PAGE>



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

Periods ended September 30, 1997 and 1996
-----------------------------------------

Hotel revenues  amounted to $5,081,763 and  $10,796,669  for the three month and
nine  month  periods  ended  September  30,  1997,  respectively,  as opposed to
$2,444,487  and  $7,762,931  during the same  periods in 1996.  Hotel  operating
profits for the 1997 three and nine month  periods  amounted to  $1,477,758  and
$2,904,859, respectively, versus $639,126 and $2,169,752 in 1996. Such increases
largely reflect the completion of the acquisitions of The Lodgekeeper Group Inc.
("Lodge Keeper") in May 1997 and Hatfield in September 1997. With this growth in
hotel  ownership,  the Company is now more susceptible to the seasonal nature of
the lodging business. As a result, fourth quarter results are not expected to be
as strong as results year to date.

Interest  income  continues  to  decline  as a result of  decreases  in the note
receivable  portfolio  and in funds  available for  investment.  As disclosed in
previous  filings with the  Commission,  management  intends to shift  financial
resources to other assets, such as the hotel acquisitions previously discussed.

Other income in the third quarter of 1996 included  $275,000 for the sale by the
Company of an option to purchase  its equity  certificates  in Days Inn Mortgage
Trust.  The option was  exercised  in the first  quarter of 1997 and the Company
received an additional $100,000.

Country  Hearth Inn franchise fees included in other income in the third quarter
of 1997 amounted to $156,533  versus  $191,156 in the same period in 1996.  Such
amounts  exclude the fees from  Company  owned hotels  which are  eliminated  in
consolidation.  The  slight  decline  in 1997 is  attributable  to the timing of
recognition of initial fees.

The remainder of other income in the third quarter of 1997  primarily  consisted
of management fees earned by Lodge Keeper on leased hotels.  Except for seasonal
fluctuations,  such fees are  expected  to  increase  as  additional  leases are
executed.  In October  1997,  the Company  completed  the first hotel  financing
transaction  under a previously  announced  financing and development  agreement
with Host Funding Inc., a Dallas-based,  real estate  investment trust ("Host").
The Company is managing  and leasing two Country  Hearth Inns  acquired by Host.
The Company and Host are seeking other similar transactions.

Depreciation   and  interest   expense   increases   resulted   from  the  hotel
acquisitions. Interest expense on each individual debt obligation, most of which
is fixed rate,  generally  decreases  as the  principal  balances  are  reduced.
Approximately  $3.5 million of the debt assumed or placed in connection with the
Hatfield  acquisition is floating rate,  presently at 9.5%. The Company  expects
that hotel operations will adequately  service the Company's debt obligations in
addition to providing additional cash profits.

Other operating and  administrative  expenses  increased $304,447 from the third
quarter of 1996 to the same period in 1997.  This is  attributable to a $379,305
increase  as a result  of the  Lodge  Keeper  acquisition  offset  by a  $74,858
decrease in franchising and corporate overhead.

                                       11

<PAGE>



Significant changes in general and administrative expenses are not anticipated.

Management  believes the Company has adequate  sources of liquidity to meet it's
operational  needs for the next twelve  months.  Further  growth of the Company,
however, may necessitate the raising of additional debt or equity financing.


FORWARD LOOKING STATEMENTS
--------------------------

Certain of the above  statements  are forward  looking  statements  that involve
risks and  uncertainties.  Statements that are not historical  facts are forward
looking  statements  that are subject to the safe harbor  created by the Private
Securities  Litigation  Reform Act of 1995.  The  Company's  actual  results may
differ  significantly  from  the  results  indicated  by  such  forward  looking
statements.  See a further  discussion  of certain risk factors which may affect
these results contained in the Company's filing on Form S-3 (File no. 333-37691)
with the Securities and Exchange Commission.

































                                         12


<PAGE>



                           PART II - OTHER INFORMATION


ITEM 2.         CHANGES IN SECURITIES

On September 23, 1997, the Registrant issued 30,000  unregistered shares of $100
par value ten percent (10%) nonvoting cumulative Series A Preferred Stock to the
former  members of Hatfield  Inns,  LLC, a Delaware  limited  liability  company
("Hatfield"),  as partial consideration for the merger of Hatfield with and into
BLM-RH,  Inc., a Delaware  corporation ("BLM")  wholly-owned by the Company. The
Series A Preferred  Stock has certain rights,  privileges and  preferences  that
limit and qualify the rights of the Common Stock of the Company.  Holders of the
Series A Preferred Stock are entitled to receive, prior and in preference to any
distribution  to the holders of Common Stock,  cumulative  dividends at the rate
per annum of 10% on the $100.00  original  issuance  price per share  ("Original
Issuance  Price") of the Series A Preferred Stock from the date of issuance,  to
the extent  declared by the Board of Directors  out of funds  legally  available
therefor.  All accrued but unpaid dividends of the Series A Preferred Stock must
be paid in full before any cash  dividend  may be declared on the Common  Stock.
Further,  holders of the Series A  Preferred  Stock  have  certain  preferential
distribution  rights in the event of any liquidation,  dissolution or winding-up
of the Company. Except as required by law, the Series A Preferred Stock will not
have any voting  rights.  At any time after  September 17, 2004,  each holder of
Series A Preferred Stock may convert any or all of such Series A Preferred Stock
into shares of the  Company's  Common Stock at a  conversion  price equal to the
average  trading price of the  Company's  Common Stock over the ten (10) trading
days  immediately  preceding the date of conversion.  In addition,  the Series A
Preferred  Stock are convertible by the Company into Common Stock of the Company
at one hundred ten percent  (110%) of the  Original  Issuance  Price at any time
after September 17, 2004. See Exhibit 3(i)(c) filed herewith for further details
regarding the rights and preferences of the Series A Preferred Stock.

The Series A Preferred  Stock was issued to  accredited  investors.  The Company
relied upon the  exemptions  from  registration  contained  in Section  4(2) and
Regulation D of the Securities Act of 1933, as amended.


















                                       13


<PAGE>


ITEM 6.         EXHIBITS AND REPORTS ON FORM 8-K

         (a)    Index to Exhibits
                -----------------

         Exhibit        Description


         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(i)(b)        Certificate of Amendment of Certificate of Incorporation
                        (Previously  filed as Appendix  "A" to the  Registrant's
                        Definitive  Proxy Statement filed with the Commission on
                        June 9, 1997 and incorporated herein by reference.)

         3(i)(c)        Certificate of Designation, Preference and Rights
                        of Series A Preferred Stock of the Registrant

         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.)

         4(iii)         Certificate  of  Designation,  Preference  and Rights of
                        Series A Preferred  Stock of the Registrant (See Exhibit
                        3(i)(c) filed herewith.)

         11             Statement re: Computation of Per Share Earnings

         27             Financial Data Schedule (Electronic filing only)


         (b)    Reports on Form 8-K
                -------------------

         On July 22,  1997,  the  Registrant  filed a report on Form 8 K/A which
         included the financial  statements and pro forma financial  information
         related to the Company's acquisition of The Lodge Keeper Group, Inc.









                                       14

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




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

















                                       15