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:   June 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 May 14, 1998, there were
approximately 4,999,753 shares outstanding.


<PAGE>

I.  PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

            BIOPROGRESS TECHNOLOGY INTERNATIONAL, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)

                           CONSOLIDATED BALANCE SHEETS
                                   (UNAUDITED)
                                  JUNE 30, 1998




ASSETS

Current assets

         Cash                                                              359
         Payments in advance                                            96,994
                                                                  ------------

         Total current assets                                           97,353
                                                                  ------------

Other assets

         Distributorship agreement                                       4,000
         Inter-company                                                       0
                                                                  ------------

         Total other assets                                              4,000
                                                                  ------------

TOTAL ASSETS                                                           101,353
                                                                  ------------

LIABILITIES AND STOCKHOLDER'S EQUITY

Current liabilities

         Accounts payable                                               22,643
         Inter-company                                                 189,525
                                                                  ------------

         Total current liabilities                                     212,168
                                                                  ------------

Shareholders' equity (deficit)

         Common stock, $0.001 par value,
         10,000,000 shares authorized, 4,999,753
         outstanding in 1997/8 and 390,367 in 1996                       5,000


                                      - 2 -


<PAGE>

         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                                                      -4,428,880
                                                                  ------------

         Total Shareholders' Equity (deficit)                         -110,815

         Less stock subscription receivable                                  0
                                                                  ------------

         Total Liabilities and Shareholders' Equity
         (Deficit)                                                     101,353
                                                                  ------------

       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)

<TABLE>
<CAPTION>
                                                         Three Months Ended                Six Months Ended
                                                              June 30,                         June 30,
                                                              --------                         --------         
                                                       1998              1997           1998              1997  
                                                       ----              ----           ----              ----  
<S>                                                  <C>             <C>              <C>             <C>       
Total Income                                         $        0      $        0       $        0      $        0
                                                     ----------      ----------       ----------      ----------
Expenses                                                                                                        
                                                                                                                
         Legal                                           10,000               0           17,500               0
         Audit and accountancy                            4,200               0            9,200               0
         Administrative expenses                        152,529               0          328,006               0
         Professional fees                               31,909           1,971           32,579           1,971
         Other                                                0               0            2,530               0
                                                     ----------      ----------       ----------      ----------
                                                                                                                
                  Total expenses                        198,638           1,971          389,815           1,971
                                                     ----------      ----------       ----------      ----------
                                                                                                                
Income (loss) before provision for income taxes        (198,638)        (1,971)         (389,815)        (1,971)
                                                                                                                
Provisions for income taxes                                   0               0                0               0
                                                     ----------      ----------       ----------      ----------
                                                                                                                
Net loss                                             $ (198,638)     $  (1,971)       $ (389,815)     $  (1,971)
                                                     ==========      ==========       ==========      ==========
                                                                                                                
Net loss per share                                   $    (0.04)              *       $    (0.08)              *
                                                     ==========      ==========       ==========      ==========

</TABLE>


* Less than ($.01) per share
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)


<TABLE>
<CAPTION>
                                                                           Three Months Ended
                                                                                 June 30,
                                                                                 --------
                                                                          1998                       1997
                                                                          ----                       ----
                                                                    $                          $
<S>                                                                    <C>                               <C>
Cash flows (used) by operating activities

         Net loss                                                     -389,815                           0

         Adjustments to reconcile net gain (loss) to net cash
         provided by operating activities

         Increase in payments in advance                               -96,994                           0
         Decrease in inter-company receivable                          120,000                           0
         Increase in inter-company payable                             189,525                           0
         Increase in accounts payable                                   22,643                           0

                                                                  ------------                ------------

Net cash flows (used)
by operating activities                                               -154,641                           0

                                                                   -----------                ------------

Proceeds from sale of stock                                                  0                           0
Stock issued in payment of liabilities                                       0                           0
Less:  stock subscription receivable                                   155,000                           0

                                                                  ------------                ------------

                  Net cash flows from financing
                  activities                                           155,000                           0

                  Increase (decrease) in cash                              359                           0

                  Cash at beginning of period                                0                           0

                                                                  ------------                ------------

                  Cash at end of period                                    359                           0
                                                                  ============                ------------

</TABLE>
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 Compnay'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.


                                      - 6 -


<PAGE>

The  Company's  expenses in the second  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.

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 made its first shipment from the United Kingdom
manufacturing  facility to the United States The Company is currently proceeding
with private label supply contracts with two global retailers that together have
more  than  3,500  outlets.  XGel  Moisturizing  Bath  Aromas  are made from the
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 byproducts
and have been tested on  animals.  XGel bath beads are  available  in four "mood
enhancing" fragrances that are designed to suit the demands of concerned, health
conscious individuals and the growing trends in aromatherapy.

During the second  quarter of 1998, the Company's  Board of Directors  appointed
Malcolm  D.  Brown and James  T.C.  Longley  to fill  vacancies  in the Board of
Directors.  The Board of Directors  now consists of three  member.s In addition,
Mr. Brown was appointed  Executive Vice  President of Research and  Development,
and Mr. Longley was appointed Chief Financial Officer,  Treasurer and Secretary.
Mr. Brown holds an MSc in microbiology  and is the inventor and developer of the
XGel Film System for which the Company,  holds the exclusive distribution rights
within North America  pursuant to the  Distributorship  Agreement.  Mr.  Longley
holds a B.Sc (Hons) in accounting  and is a Fellow of the Institute of Chartered
Accounts in the United Kingdom. Mr. Longley has 16 years of financial management
experience  with  such  organizations  as  Arthur  Andersen,  Touche  Ross,  and
Creditanstalt Bankverein.

During the quarter the Company also  announced the  appointment  of three senior
consultants.  The  first,  Marijo  Clark,  M.Sc,  was  Manager of  Research  and
Development for Banner Pharmaceuticals for seven years prior to founding her own
consultancy  business.  Ms. Clark has extensive  experience in the field of soft
encapsulation and is widely published in the science. The second key appointment
is Mr. Graham Hind who will be responsible for developing the marketing strategy
to introduce the Company's proposed line of animal-free ingestible soft capsules
to the dietary  supplement  market.  Mr. Hind has the  exclusive  rights  within
Europe for the  products  of Martek  Biosciences,  Inc.  (Nasdaq:  MAKT),  which
include DHA oil, a highly  regarded  supplement  for mothers and their  infants.
Prior to founding  his own company,  Mr. Hind was Managing  Director of Nutricia
Foods.  The Company has also  appointed  Dawn M.  Franklin as its  consultant to
advise on the development and protection of its intellectual  property and brand
development.   For  twenty-one  years  Ms.  Franklin  was  responsible  for  the
management of brand  development  and trademark  protection  for Mars,  Inc. Ms.
Franklin  serves  as a Member  of the Board of  Directors  of the  International
Trademark Association and is Chairperson of its Membership Committee.


                                      - 7 -


<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

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

                           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 14th day of July,
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)