<PAGE>   1

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  FORM 10-K/A

    AMENDMENT NO. 1 TO ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934


For the fiscal year ended:  December 31, 1996       Commission File No. 33-57342
-------------------------                           ------------------          

                 BLACK HAWK GAMING & DEVELOPMENT COMPANY, INC.     
             (Exact name of Registrant as specified in its charter)

          Colorado                                   84-1158484  
-------------------------------          ------------------------------------
(State of other jurisdiction of          (I.R.S. Employer Identification No.)
incorporation or organization)     

        2060 Broadway, Suite 400, Boulder, Colorado              80302 
        -----------------------------------------------------------------
         (Address of principal executive offices)              (Zip code)

                                (303) 444-0240                    
              ----------------------------------------------------
              (Registrant's telephone number, including area code)

       Securities Registered Pursuant to Section 12(b) of the Act:  None.
          Securities Registered Pursuant to Section 12(g) of the Act:

                          Common Stock $.001 Par Value
                                Class A Warrants
                                Class B Warrants       
                          ----------------------------
                               (Title of Classes)

Indicate by check mark whether the Registrant (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 (X)     No ( )

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of Registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this Form 10-K.  (X)

The aggregate market value of the voting stock held by non-affiliates of the
Registrant on March 12, 1997, was approximately $7,948,400 based upon the
reported closing sale price of such shares on the NASDAQ National Market System
for that date.  As of March 12, 1997, there were 2,672,043 shares outstanding.

                 DOCUMENTS INCORPORATED BY REFERENCE:   -NONE-
<PAGE>   2
The Registrant's Annual Report on Form 10-K is hereby amended as follows:

Reference

Page 31          Item 7.  Management's Discussion and Analysis of Financial 
                 Condition and Results of Operations.  The last two sentences 
                 of the last paragraph of Item 7 are hereby deleted in their 
                 entirety so that the paragraph now reads as follows:

                 Additionally, the joint venture agreement with GVI provides
                 that certain performance standards be met by the Company as
                 the general manager of the Casino.  Among other things, it
                 provides that if for two consecutive quarters the total
                 revenues or net income of GHV are not at least 80% of budgeted
                 amounts for the current year, the management agreement is
                 subject to review by the venture's Policy Board.  During the
                 second, third and fourth quarters of 1996 the net income of
                 GHV was less than 80% of budgeted amounts for the respective
                 periods.  If the Policy Board deems the failure to meet the
                 standard is not the result of extenuating circumstances, and
                 the parties disagree, the matter will be immediately submitted
                 to arbitration.  As discussed above, the Company believes that
                 the activities of the BID have had a significant and
                 substantial adverse effect on the operations of GHV during
                 1996.  Accordingly, the Company does not presently anticipate
                 that the management agreement will be subject to review by the
                 Policy Board of GHV.

Page F-9         Footnote 3.  Gilpin Hotel Venture.  The last sentence of
                 fourth paragraph is deleted in its entirety and the second to
                 last sentence of the fourth paragraph is revised to delete the
                 reference to the expiration of the management contract.  As
                 amended, the fourth paragraph of footnote 3 reads as follows:

                 Under the terms of the joint venture agreement, the land and
                 improvements are leased by GHV from the Company and an
                 affiliate of Gilpin Ventures, Inc. for a monthly rental fee of
                 7% of gross gaming revenues, as defined.  The Company operates
                 the casino facility pursuant to a management agreement.  The
                 Company is paid a monthly management fee by GHV for operating
                 the Casino.  The monthly fee consists of 11% of the defined
                 annual net profits from gaming, plus 3% of the adjusted gross
                 sales and 10% of the defined annual net profits of the food
                 and beverage operations.  During the year ended December 31,
                 1996, the Casino's results of operations were below the
                 performance levels established by the management agreement.
                 As of December 31, 1996, the Company does not believe that it
                 will be removed as manager of the Casino.






                                      -2-
<PAGE>   3
                                   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, in the City of
Boulder, State of Colorado on May 14, 1997.

                                    BLACK HAWK GAMING &
                                      DEVELOPMENT COMPANY, INC.
                                       
                                       
                                    By: /s/ Jeffrey P. Jacobs                 
                                       ---------------------------------------
                                            Jeffrey P. Jacobs, Co-Chairman and 
                                            Chief Executive Officer
                                       
                                        /s/ Stephen R. Roark                   
                                       ---------------------------------------
                                            Stephen R. Roark, President    
                                            and Chief Financial and
                                            Accounting Officer





                                      -3-
<PAGE>   4
         Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed by the following persons on behalf of the
Registrant and in the capacities indicated on May 14, 1997.

<TABLE>
<CAPTION>
Signature                                                           Title
---------                                                           -----
<S>                                                                 <C>
 /s/ Robert D. Greenlee                                             Director
-----------------------------------------------------                       
Robert D. Greenlee

 /s/ Jeffrey P. Jacobs                                              Director
--------------------------------------------------------                    
Jeffrey P. Jacobs

 /s/ Stephen R. Roark                                               Director
------------------------------------------------------                      
Stephen R. Roark

 /s/ Frank B. Day                                                   Director
--------------------------------------------------------                    
Frank B. Day

 /s/ J. Patrick McDuff                                              Director
-------------------------------------------------------                     
J. Patrick McDuff

 /s/ Robert H. Hughes                                               Director
------------------------------------------------------                      
Robert H. Hughes

 /s/ Martin S. Winick                                               Director
--------------------------------------------------------                    
Martin S. Winick
</TABLE>






                                      -4-