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, 1998

OR

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

For the transition period from ___________   to ___________

Commission file number:  0-24736

                   BioProgress Technology International, Inc.
                       (formerly Famous Sam's Group Inc.)

        (Exact name of small business issuer as specified in its charter)

            Nevada
(State or other jurisdiction of                             88-0361701      
incorporation or organization)                           (I.R.S. employer   
                                                      identification number)
 9055 Huntcliff Trace, Atlanta, Georgia                                     
(Address of Principal executive offices)                    30350-1735      
                                                            (Zip Code)      

Registrant's telephone number, including area code:  (770) 641-0264

Indicate by check mark whether the issuer (1) has filed all reports  required to
be filed by Section 13 or 15(d) of the  Securities  Exchange  act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes | |  No |X|

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date: As of September 30, 1998, there
were approximately 4,999,753 shares outstanding.


                                      -2-

<PAGE>

I.  PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

            BIOPROGRESS TECHNOLOGY INTERNATIONAL, INC. AND SUBSIDIARY
                          (a development stage company)

                           CONSOLIDATED BALANCE SHEETS
                                   (Unaudited)
                               September 30, 1998

ASSETS
Current assets
   Accounts Receivable                                                  12,675
   Cash                                                                    261
   Payments in advance                                                  91,888
                                                                     ---------
   Total current assets                                                104,824
                                                                     ---------
Other Assets
   Distributorship Agreement                                             4,000
   Inter-company                                                             0
   TOTAL ASSETS                                                       ________
                                                                       108,824
                                                                     ---------
LIABILITIES AND STOCKHOLDER'S EQUITY
Current liabilities
   Accounts payable                                                     40,943
   Other creditors                                                     377,706
                                                                     ---------
                                                                       418,649
                                                                     ---------
Shareholders' equity (deficit)
   Common stock, $0.01 par value, 10,000,000 shares
   authorized, 4,999,753 outstanding in 1997/8 and 390,367
   in 1996                                                               5,000
   Additional paid-in capital                                        4,313,065
   Preferred stock, $0.01 par value, 1,000,000 shares
   authorized, no shares outstanding                                         0
   Deficit accumulated during the development stage
                                                                    (4,627,890)
                                                                     ---------
   Total Shareholders' Equity (deficit)                               (309,825)
   Less stock subscription receivable                                        0
                                                                     ---------
   Total Liabilities and Shareholders' Equity (Deficit)
                                                                       108,824
                                                                     ---------
The accompanying notes form an integral part of these statements 


                                      -3-

<PAGE>


            BIOPROGRESS TECHNOLOGY INTERNATIONAL, INC. AND SUBSIDIARY
                          (a development stage company)

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)
                                                             Three Months
                                                           Ended September 30,

                                                           1998          1997
                                                       
                                                       
Sales                                                 $  12,675      $      0
Cost of Goods Sold                                        5,106             0
Gross Profit                                           --------      --------
                                                          7,569
Expenses
         Legal                                                0             0
         Audit and accountancy                            2,352             0
         Administrative expenses                        154,116             0
         Professional fees                               49,413             0
                                                       --------      --------
                  Total expenses                        205,881             0
                                                       --------      --------
Income (loss) before provision for income taxes        (198,312)            0
Provisions for income taxes                                   0             0
                                                       --------      --------
Net loss                                               (198,312)            0
                                                       --------      --------
Net loss per share                                        (0.04)         0.00
                                                       ========      ========


The accompanying notes form an integral part of these statements.


                                      -4-

<PAGE>


            BIOPROGRESS TECHNOLOGY INTERNATIONAL, INC. AND SUBSIDIARY
                          (a development stage company)

                      CONSOLIDATED STATEMENTS OF CASH FLOW
                                   (Unaudited)
                                                          Three Months Ended
                                                            September 30,
                                                        1998           1997

Cash flows (used) by operating activities
         Net loss                                   $(198,312)       $       0
Adjustments to reconcile net gain (loss) 
to net cash provided by operating activities
   Increase in accounts receivables                   (12,675)               0
   Decrease in payments in advance                      5,106                0
   Increase in other creditors payable                187,483                0
   Increase in accounts payable                        18,300                0
                                                     ---------
Net cash flows generated (used)                           (98)               0
by operating activities
                                                     ---------        --------
Proceeds from sale of stock                                 0                0
Stock issued in payment of liabilities                      0                0
Less:  stock subscription receivable                        0                0
                                                     ---------        --------
                  Net cash flows from 
                    financing activities                    0                0
Increase (decrease) in cash                               (98)               0
                                                                     
Cash at beginning of period                               359                0
                                                     ---------        --------
Cash at end of period                                     261                0
                                                     =========        ========


The accompanying notes form an integral part of these statements.


                                      -5-

<PAGE>


            BIOPROGRESS TECHNOLOGY INTERNATIONAL, INC. AND SUBSIDIARY
                          (a development stage company)


                          Notes to Financial Statements
                                   (Unaudited)

In the opinion of management,  all adjustments  (consisting of normal  recurring
adjustments)  considered  necessary  for a fair  presentation  of the  financial
condition of registrant have been included,  and the disclosures are adequate to
make the information presented not misleading.

Note 1. A summary of significant  accounting  policies is currently on file with
the U.S.  Securities and Exchange  Commission in registrant's  Form 10, which is
incorporated herein by reference.

Note 2. The loss per share was  computed  by dividing  net loss by the  weighted
average number of shares of common stock outstanding during the period.

Note 3. Registrant has not declared or paid dividends on its common shares since
inception.

Note 4. The accompanying  unaudited  financial  statements have been prepared in
accordance  with  the  instructions  to  Form  10-QSB  and  do not  include  all
information and footnotes required by generally accepted  accounting  principles
for complete financial statements.

Note 5. Income taxes have not been provided for in that registrant has not had a
tax liability from inception to the date of these notes.

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

Results of Operations:

The  results  during  the  period  of  the  Registrant,  BioProgress  Technology
International,  Inc.,  a Nevada  corporation  (together  with  its  wholly-owned
subsidiary, BioProgress Technology, Inc., the "Company"), reflect its continuing
efforts to promote the initial  line of products in the United  States'  natural
food and healthcare market pursuant to the Exclusive  Distributorship  Agreement
(the "Distributorship  Agreement") between the Company's wholly-owned subsidiary
and  BioProgress  Technology,  Limited,  an entity  incorporated  in the  United
Kingdom (the "Distributor") and an affiliate of the Company.  The Distributor is
engaged in the development,  manufacture, sale and distribution of materials and
processes used to replace  gelatin in the  manufacture  of soft capsules.  These
efforts by the Company  are  continuing  as the other lines the company  will be
distributing are developed and are introduced to the range of products.

The  Company's  expenses in the third  quarter of fiscal 1998 have been largely
administrative.  No meaningful  comparison  can be made between 1998 and 1997 as
the Company had no operations  during 1997. The Company continues to investigate
other product lines and commercial opportunities presented to it.


                                      -6-

<PAGE>

Pursuant to the Distributorship  Agreement, the Company has now introduced X-Gel
Moisturizing  Bath Aromas,  the first and only  gelatin-free  bath beads, to the
United  States.  The Company has  received  its first  shipment  from the United
Kingdom manufacturing facility. The Company is currently pursuing discussions on
several  fronts  with  potential  customers,  including  distributors  and major
retailers.   XGel  Moisturizing  Bath  Aromas  are  made  from   vegetable-based
dispersing oils and refined  emollients,  which the Company  believes  naturally
soften,  repair,  and protect the skin. XGel bath beads are 100%  biodegradable,
non-toxic,  hypo-allergenic  and contain no  antioxidants.  Registered  with the
Vegan Society,  XGel bath beads contain no animal  by-products and have not been
tested on  animals.  XGel bath  beads are  available  in four  "mood  enhancing"
fragrances,  which  are  designed  to suit  the  demands  of  concerned,  health
conscious individuals and the growing trends in aromatherapy.

During the third  quarter of 1998,  the Company  agreed to acquire DHA Nutrition
Limited,  a specialist  sales,  marketing and  distribution  company  located in
Cambridgeshire,  England. Initial consideration for the acquisition is $224,000,
to be  satisfied  by  the  issue  of  400,000  ordinary  shares  of  BioProgress
Technology's  common stock  restricted  from sale,  assignment or disposal for a
period of  eighteen  months from July 31,  1998.  Deferred  consideration  of an
additional  900,000  ordinary  shares  of  common  stock is  dependent  upon DHA
Nutrition achieving gross sales of (pound)1,650,000  (approximately  $2,700,000)
and (pound)5,500,000  (approximately $9,000,000) in the periods to September 30,
1999 and September 30, 2000, respectively.

DHA  Nutrition  has been  working  closely with Martek  Biosciences  Corporation
(NASDAQ:  MATK) to develop the UK market for  Martek's  Nutritional  Oils in the
Infant Formulae, vegetarian foods, dietary supplements and agro feed markets.

Following  publication  of the UK  Government's  1995 COMA report  (Committee On
Medical  Aspects of Food Policy) it was recognized  that  increasing the average
consumption  of the  important  fatty acids  present in oily fish,  particularly
Docosahexaenoic (DHA), could have a significant effect on reducing the incidence
of coronary  heart  disease.  Further  research has  indicated  that an adequate
intake of dietary DHA, the  principal  fat component of both the human brain and
eyes, may be vital in many other areas of human health. Fish do not produce DHA,
but rather  acquire it through  the food  chain  from  marine  micro  algae (sea
plankton).  Martek has identified and patented DHA producing  varieties of micro
algae and early research has shown that by feeding dried Biomeal (Martek's waste
natural plant matter by-product following oil extraction) to farm animals,  such
as poultry and cattle,  it is  possible to produce  therapeutically  significant
levels of DHA in their  meat.  This  process  will offer a new  opportunity  for
consumers of meat to increase their average intake of DHA.

Martek has granted DHA Nutrition  exclusive rights to develop this new healthier
meat concept for the UK market.  On July 23,1998,  DHA Nutrition  entered into a
development  agreement  with one of Europe's  largest  animal feed  companies to
develop the opportunity with the support of major UK retailers.

The Company and DHA Nutrition are jointly in discussions  regarding a technology
collaboration agreement with leading producers of prepared foods.


                                      -7-

<PAGE>

Liquidity and capital resources

The Company  continues to fund its operations  via loans and credit  management.
The Company continues to investigate a number of long-term funding scenarios and
opportunities.

Year 2000 Issues

         The  Company  has  evaluated  all  internal  software  and all  current
products against anticipated Year 2000 concerns,  and believes that its products
and business will not be substantially  affected by the advent of the year 2000,
and that it has no  significant  exposure to  contingencies  related to the Year
2000 issue for the products it has sold.  The Company has initiated a project to
upgrade all  internal  software and to conduct  testing on both its  information
technology  systems and its other equipment and machinery to further ensure that
all aspects of its business will be Year 2000  compliant.  The Company  believes
that these procedures,  which are expected to be completed by December 31, 1998,
will have no material effect on the Company's customers and will not require any
material expenditures or other material diversion of resources.

         During  the fourth  quarter  of 1998 the  Company  will  contact  third
parties with which it has material  relationships,  including  its customers and
suppliers,  to attempt to determine their preparedness with respect to Year 2000
issues and to analyze  the risk to the  Company in the event such third  parties
experience   significant  business  interruptions  as  a  result  of  Year  2000
noncompliance.  The Company expects to complete this review and to determine the
need for contingency planning in this regard by March 31, 1999.

         Although  the Company  believes  its  planning  efforts are adequate to
address its Year 2000 concerns, there can be no assurances that the Company will
not experience  unanticipated negative consequences and material costs caused by
undetected errors or defects in the technology used in its internal systems,  or
that the  systems of third  parties  on which the  Company  relies  will be made
compliant on a timely basis and will not have any material adverse effect on the
Company.  The Company is currently unable to estimate the most reasonably likely
worst-case effects of the arrival of the year 2000 and does not currently have a
contingency  plan in place  for any such  unanticipated  negative  effects.  The
Company intends to analyze  reasonably likely worst-case  scenarios and the need
for such  contingency  planning once the upgrade and testing of internal systems
and review of third-party  preparedness described above have been completed, and
expects to complete this analysis by June 30, 1999.

It is  anticipated  that the total  costs  related  to the Year 2000  issue will
approximate to no more than $5,000.

                           PART II - OTHER INFORMATION

Item 1.  Litigation

No material  legal  proceedings  to which the Company is a party or to which the
property of the Company is subject is pending and no such material proceeding is
known by  management  of the  Company  to be  contemplated.  No  material  legal
proceedings  to which any  director,  officer or affiliate  of the Company,  any
owner of record or beneficially of more than five percent of any class of voting
securities of the Company,  or security holder is a party adverse to the Company
or has a material interest adverse to the Company is pending.

Item 2.  Change in Securities

Not applicable.

Item 3.  Defaults Upon Senior Securities

Not applicable.

Item 4.  Submission of Matters to a Vote of Security Holders

Not applicable.

Item 5.  Other Information

Not applicable.

Item 6.  Exhibits and Reports on Form 8-K

Exhibit 27 - Financial Data Schedule


                                      -8-

<PAGE>


                                   SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934,  the  registrant  has duly  caused  this report to be signed on its
behalf by the undersigned;  thereunto duly authorized this 13th day of November,
1998.

BIOPROGRESS TECHNOLOGY INTERNATIONAL, INC.
(Registrant)

By:  /s/ Barry J. Muncaster
     ----------------------
Barry J. Muncaster, President
  and Chief Executive Officer



/s/ James T.C. Longley 
---------------------- 
James T. C. Longley,
Chief Financial Officer  
(Principal Financial Officer)