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<ACCESSION-NUMBER>0000950134-04-002869
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<ITEMS>7
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<CONFORMED-NAME>FAMOUS DAVES OF AMERICA INC
<CIK>0001021270
<ASSIGNED-SIC>5812
<IRS-NUMBER>411782300
<STATE-OF-INCORPORATION>MN
<FISCAL-YEAR-END>1231
</COMPANY-DATA>
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<FILM-NUMBER>04646477
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<BUSINESS-ADDRESS>
<STREET1>7657 ANAGRAM DR
<CITY>EDEN PRAIRIE
<STATE>MN
<ZIP>55344
<PHONE>612-557-57
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<TYPE>8-K
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<FILENAME>c83440e8vk.txt
<DESCRIPTION>FORM 8-K
<TEXT>
<PAGE>


                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                    FORM 8-K


                                 CURRENT REPORT


                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934




         Date of Report (Date of earliest event reported): March 3, 2004




                         FAMOUS DAVE'S OF AMERICA, INC.
             (Exact name of registrant as specified in its charter)



          Minnesota                      0-21625                 41-1782300
(State or other jurisdiction     (Commission File Number)       (IRS Employer
      of incorporation)                                      Identification No.)


           8091 Wallace Road, Eden Prairie, MN                     55344
         (Address of principal executive offices)                (Zip Code)


                                 (952) 294-1300
              (Registrant's telephone number, including area code)


                                       N/A
          (Former Name or Former Address, if Changed Since Last Report)




<PAGE>



Item 7.      Financial Statements, Pro Forma Financial Information and Exhibits.

      (c)    Exhibits

             99.1   Famous Dave's of America, Inc. Press Release dated
                    March 3, 2004.

Item 12.      Results of Operations and Financial Condition.

            The information in this Item is furnished to, but not filed with,
the Securities and Exchange Commission (the "Commission") solely under Item 12
of Form 8-K, "Results of Operations and Financial Condition."

            On March 3, 2004, we issued a press release reporting the financial
results for our fourth quarter and fiscal year ended December 28, 2003. A copy
of the press release is furnished as Exhibit 99.1 to this report and is
incorporated herein by reference. In addition to reporting a measure of our 2003
revenues that is in accordance with generally accepted accounting principles,
this release also included a non-GAAP financial measure of our 2003 system-wide
sales, which is a measure that includes sales from all restaurants,
company-owned and franchise, operating under the Famous Dave's brand name. We
believe that the measure of system-wide sales information is useful to investors
because it gives a more accurate indication of the market penetration of the
Famous Dave's brand.

                                    SIGNATURE

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                              FAMOUS DAVE'S OF AMERICA, INC.


         Date: March 3, 2004                  By: /s/ Diana G. Purcel
                                                  ------------------------------
                                                  Name: Diana G. Purcel
                                                  Title: Vice President and
                                                         Chief Financial Officer





</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>3
<FILENAME>c83440exv99w1.txt
<DESCRIPTION>PRESS RELEASE
<TEXT>
<PAGE>



                                                                    EXHIBIT 99.1

FROM:
Famous Dave's of America, Inc.
8091 Wallace Road
Eden Prairie, Minnesota 55344

Diana Purcel -- VP and CFO
(952) 294-1300

FOR IMMEDIATE RELEASE
---------------------

                      FAMOUS DAVE'S ANNOUNCES 2003 RESULTS

         Minneapolis, MN, March 3, 2004 - Famous Dave's of America, Inc.
(Nasdaq: DAVE) today reported results for the fourth quarter and fiscal year
ended December 28, 2003. Revenues for the fourth quarter of fiscal 2003 of
approximately $22.8 million increased 6.0% over revenues for the fourth quarter
of fiscal 2002. Comparable sales for company restaurants open year-round for 18
months or more decreased 4.0% for the quarter.

         For the fourth quarter of fiscal 2003, the company reported a net loss
of approximately $777,000, or $0.06 per diluted share, compared to a net loss of
approximately $228,000, or $0.02 per diluted share for the comparable period in
the prior year. The results for the fourth quarter of 2003 include pre-tax
non-recurring impairment and restructuring charges of approximately $764,000, or
$0.04 per diluted share related to the closing of two stores in the Texas
market.

         Year-to-date revenues of approximately $97.7 million increased 7.6%
over 2002 revenues, while comparable sales declined 3.0%. System-wide sales for
fiscal 2003 of approximately $187.2 million increased 24.6% over system-wide
sales for the prior year. System-wide sales is a non-GAAP financial measure that
includes sales of all restaurants, company-owned and franchise, operating under
the Famous Dave's brand name. Management believes that system-wide sales
information is useful to investors because it gives a more accurate indication
of the market penetration of the Famous Dave's brand.

         For fiscal year 2003, the company reported a net loss of approximately
$2.9 million, or $0.25 per diluted share, which includes pre-tax non-recurring
charges of approximately $4.2 million, or $0.22 per diluted share, related to
impairment and restructuring charges on five restaurant locations, two of which
were subsequently sold and two of which were subsequently closed. In addition,
fiscal 2003 results include pre-tax non-recurring charges of approximately $2.2
million, or $0.11 per diluted share, which reflects losses in the Isaac Hayes
Blues clubs, as well as costs associated with our divestiture of those clubs. As
previously reported, Famous Dave's has no further obligations relating to the
Isaac Hayes clubs. In comparison, the company reported a net loss for fiscal
2002 of approximately $928,000, or $0.08 per diluted share. Fiscal 2002 results
included losses of approximately $6.0 million, or $0.23 per diluted share,
related to the Isaac Hayes clubs.


<PAGE>



        "Fiscal 2003 was a year of culture building changes for our business, in
organizational direction, in areas of focus, in our approach to marketing, and
in leadership," said David Goronkin, President and CEO. "It was a year for us to
get our financial house in order and to recommit our focus towards our core
competencies, and our financial results reflect these changes," Goronkin
continued. "For example, our 2003 results reflect our financial investment
towards the basic repair and maintenance of many of our restaurants that had
been neglected. During 2003 we also took charges as a result of decisions to
divest our interest in the Isaac Hayes Blues Club operations, to eliminate the
Ribs by Air segment and to wind-down our refrigerated products business. In
addition, we took impairment charges on five restaurants, two of which we
subsequently sold and two of which we elected to close. While the consolidated
financial results of 2003 were disappointing, we are pleased with the progress
in our restaurants and the operational improvements that our team has
delivered."

         Goronkin concluded, "We have put fiscal 2003 behind us and are now
firmly focused on fiscal 2004, which should prove to be a pivotal year for the
company. We will be celebrating our tenth anniversary and we will open our 100th
restaurant. The decisions that we made during fiscal 2003 are the foundation for
a successful 2004 and beyond. All efforts will be aligned with ensuring
operational integrity, brand development and financial performance. We will
focus on our core company-operated restaurants and franchise growth. While we
have no plans to open any new company-operated restaurants this year, we
anticipate opening 20 to 25 new franchise-operated restaurants by the end of
2004."

         The company stated that the comparable sales decline in fiscal 2003
reflects the company's decision, during the third quarter, to eliminate routine
discounting throughout its company restaurants. Although discounting during
fiscal 2002 had increased restaurant traffic, the majority of the incremental
sales derived had substantially lower margins. The company believes that the
decision to discontinue discounting was the right decision to protect its brand
for the long-term. Comparable-sales are expected to continue to remain soft, at
a minimum, through the second quarter of 2004.

         The company is hosting a conference call tomorrow, Thursday, March 4,
2004 at 10:00 am CT to discuss its fiscal 2003 financial results, and invites
all those interested in hearing management's discussion of the year to join the
conference call by dialing (800) 374-1553. A replay will be available for one
week following the call by dialing (800) 642-1687; conference ID 4888548.
Participants may also access a live webcast of the discussion through the
Investor Relations section of Famous Dave's web site at www.famousdaves.com.

Contact information: Diana Purcel (952) 294-1300, or
diana.purcel@famousdaves.com.

Famous Dave's of America, Inc. (NASDAQ:DAVE) develops, owns, operates and
franchises barbeque restaurants. The company currently owns 38 locations and
franchises 54 additional units in 23 states and has signed development
agreements for an additional 151 franchise locations. Its menu features
award-winning barbequed and grilled meats, an ample selection of salads, side
items, sandwiches and unique desserts.


<PAGE>



Statements in this press release that are not strictly historical, including but
not limited to statements regarding the timing of our restaurant openings and
the timing or success of our expansion plans, are forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995.
These forward-looking statements involve known and unknown risks, which may
cause the company's actual results to differ materially from expected results.
Although Famous Dave's of America, Inc. believes the expectation reflected in
any forward-looking statements are based on reasonable assumptions, it can give
no assurance that its expectation will be attained. Factors that could cause
actual results to differ materially from Famous Dave's expectation include
financial performance, restaurant industry conditions, execution of restaurant
development and construction programs, franchisee performance, changes in local
or national economic conditions, availability of financing, governmental
approvals and other risks detailed from time to time in the company's SEC
reports.



<PAGE>



                 FAMOUS DAVE'S OF AMERICA, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
           For the Year Ended December 28, 2003 and December 29, 2002
             (in thousands, except per share and shares outstanding)


<TABLE>
<CAPTION>
                                                                             December 28, 2003    December 29, 2002
                                                                           -------------------    ----------------
<S>                                                                        <C>                    <C>
    Revenues:
      Restaurant revenues, net                                             $         91,500       $        86,378
      Franchising royalty revenue                                                     4,567                 3,027
      Franchise fee revenue                                                           1,139                 1,205
      Licensing and other revenue                                                       534                   210
                                                                           -----------------      ----------------
    Total revenues                                                                   97,740                90,820
    Costs and expenses:
      Food and beverage costs                                                        28,014                27,355
      Labor and benefits                                                             27,586                25,252
      Operating expenses                                                             23,376                20,009
      Total depreciation and amortization                                             4,840                 4,630
      Impairments and restructuring charges                                           4,238                   ---
      Pre-opening expenses                                                              543                 1,040
      General and administrative                                                      9,336                 8,064
                                                                           -----------------      ----------------
    Total costs and expenses                                                         97,933                86,350

    Income (loss) from operations                                                      (193)                4,470

    Other income (expense):
      Interest expense, net                                                          (1,661)               (1,038)
      Gain on sale of assets                                                            112                   549
      Other expense, net                                                               (779)                 (126)
      Equity in losses of investment in
        unconsolidate affiliate                                                      (2,155)               (5,994)
                                                                           -----------------      ----------------
    Total other expense                                                              (4,483)               (6,609)

    Loss before taxes                                                                (4,676)               (2,139)
    Income tax benefit                                                                1,778                 1,211
                                                                           -----------------      ----------------
    Net loss                                                               $         (2,898)      $          (928)
                                                                           =================      ================
    Basic and diluted net loss per common share                            $          (0.25)      $         (0.08)

    Weighted average common shares outstanding - basic and diluted               11,771,584            11,334,997
</TABLE>


<TABLE>
<CAPTION>
                 UNIT-LEVEL COSTS AND EXPENSES AS A % OF NET RESTAURANT REVENUE
                 --------------------------------------------------------------
            YEAR ENDED:                           DECEMBER 28, 2003  DECEMBER 29, 2002
            -----------                           -----------------  ------------------
<S>                                               <C>                <C>
            Food and beverage costs                           30.6%              31.7%
            Labor and benefits                                29.8%              29.2%
            Operating expenses                                25.5%              23.2%
            Depreciation and amortization                      5.0%               5.0%
                                                  -----------------  ------------------
            Total costs and expenses                          90.9%              89.1%
            Income from unit-level operations                  9.1%              10.9%
</TABLE>



<PAGE>

<TABLE>
<CAPTION>
                    SUPPLEMENTAL SALES INFORMATION
      -----------------------------------------------------------------------------------------------
      YEAR ENDED:                                                DECEMBER 28, 2003  DECEMBER 29, 2002
      -----------                                                ----------------   -----------------
<S>                                                              <C>                <C>
      Weighted average weekly net sales, company-operated           $     42,491        $     45,783
      Weighted average weekly net sales, franchise-operated         $     47,400        $     46,642

      System-wide net sales                                         $187,153,000        $150,231,000

      Comparable net sales, company-operated                               (3.0%)             (0.3%)

      Total number of units, company-operated                                 38                 40
      Total number of units, franchise-operated                               54                 33
</TABLE>



                 FAMOUS DAVE'S OF AMERICA, INC. AND SUBSIDIARIES
           CONSOLIDATED STATEMENTS OF OPERATIONS For the Quarter Ended
                     December 28, 2003 and December 29, 2002
             (in thousands, except per share and shares outstanding)


<TABLE>
<CAPTION>
                                                                           DECEMBER 28, 2003      DECEMBER 29, 2002
                                                                           -----------------      ----------------
<S>                                                                        <C>                    <C>
    Revenues:
      Restaurant revenues, net                                             $         20,734       $        20,466
      Franchising royalty revenue                                                     1,332                   773
      Franchise fee revenue                                                             384                   265
      Licensing and other revenue                                                       372                    35
                                                                           -----------------      ----------------
    Total revenues                                                                   22,822                21,539
    Costs and expenses:
      Food and beverage costs                                                         6,607                 6,338
      Labor and benefits                                                              6,571                 6,396
      Operating expenses                                                              5,885                 5,111
      Total depreciation and amortization                                             1,156                 1,197
      Impairments and restructuring charges                                             764                   ---
      Pre-opening expenses                                                              ---                   328
      General and administrative                                                      2,551                 2,147
                                                                           -----------------      ----------------
    Total costs and expenses                                                         23,534                21,517

    Income (loss) from operations                                                      (712)                   22

    Other income (expense):
      Interest expense, net                                                            (456)                 (281)
      Gain (loss) on sale of assets                                                      82                   (11)
      Other expense, net                                                               (114)                 (182)
      Equity in losses of investment in
        unconsolidate affiliate                                                         ---                  (540)
                                                                           -----------------      ----------------
    Total other expense                                                                (488)               (1,014)

    Loss before taxes                                                                (1,200)                 (992)
    Income tax benefit                                                                  423                   764
                                                                           -----------------      ----------------
    Net loss                                                               $           (777)      $          (228)
                                                                           =================      ================
    Basic and diluted net loss per common share                            $          (0.06)      $         (0.02)

    Weighted average common shares outstanding - basic and diluted               12,137,324            11,388,295
</TABLE>


<PAGE>


<TABLE>
<CAPTION>
                  UNIT-LEVEL COSTS AND EXPENSES AS A % OF NET RESTAURANT REVENUE
                  --------------------------------------------------------------
             QUARTER ENDED:                      DECEMBER 28, 2003   DECEMBER 29, 2002
             --------------                      ------------------  -----------------
<S>                                              <C>                 <C>
             Food and beverage costs                          31.9%              31.0%
             Labor and benefits                               30.3%              31.3%
             Operating expenses                               28.1%              25.0%
             Depreciation and amortization                     5.2%               5.5%
                                                   ---------------- ------------------
             Total costs and expenses                         95.5%              92.8%
             Income from unit-level operations                 4.5%               7.2%
</TABLE>



<TABLE>
<CAPTION>

                     SUPPLEMENTAL SALES INFORMATION
       ---------------------------------------------------------------------------------------------
       QUARTER ENDED:                                          DECEMBER 28, 2003   DECEMBER 29, 2002
       --------------                                          -----------------    ----------------
<S>                                                            <C>                  <C>
       Weighted average weekly net sales, company-operated           $     39,121       $     39,973
       Weighted average weekly net sales, franchise-operated         $     45,744       $     40,193

       System-wide net sales                                         $ 48,180,000       $ 36,503,000

       Comparable net sales, company-operated                               (4.0%)             (1.4%)

       Total number of units, company-operated                                 38                 40
       Total number of units, franchise-operated                               54                 33
</TABLE>




                 FAMOUS DAVE'S OF AMERICA, INC. AND SUBSIDIARIES
           CONSOLIDATED BALANCE SHEETS For the Year Ended December 28,
                           2003 and December 29, 2002
                                 (in thousands)


<TABLE>
<CAPTION>
                                                                  DECEMBER 28, 2003    DECEMBER 29, 2002
                                                                  -----------------    -----------------
<S>                                                                <C>                 <C>
ASSETS
      Current assets                                               $        16,350     $         13,550
      Property, equipment and leasehold improvements, net                   47,147               51,861
      Other assets                                                          10,270                9,406
                                                                   ----------------    -----------------
      TOTAL ASSETS                                                 $        73,767     $         74,817
                                                                   ================    =================

LIABILITIES AND SHAREHOLDERS' EQUITY

      Current liabilities                                          $         7,309     $          7,781
      Long-term obligations                                                 19,586               19,744
      Shareholders' equity                                                  46,872               47,292
                                                                   ----------------    -----------------
      TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                   $        73,767     $         74,817
                                                                   ================    =================
</TABLE>



</TEXT>
</DOCUMENT>
</SUBMISSION>
