FAMOUS DAVE?S OF AMERICA, INC. AMENDMENT TO 1995 STOCK OPTION AND COMPENSATION PLAN

Exhibit 10.1

FAMOUS DAVE’S OF AMERICA, INC.

AMENDMENT TO
1995 STOCK OPTION AND COMPENSATION PLAN

     THIS AMENDMENT TO THE 1995 STOCK OPTION AND COMPENSATION PLAN (the “Amendment”) amends the 1995 Stock Option and Compensation Plan (the “Plan”) of Famous Dave’s of America, Inc. (the “Company”). Except as otherwise explicitly set forth herein, all provisions of the Plan as amended to date shall remain in full force and effect. Capitalized terms used in this Amendment without definition shall have the meanings set forth in the Plan.

     1.      Amendment to Transferability Restrictions . Section 11.3 of the 1995 Stock Option and Compensation Plan is hereby amended to read in its entirety as follows:

     11.3      Non-transferability of Incentives . No stock option, SAR, restricted stock or performance award may be transferred, pledged or assigned by the holder thereof (except, in the event of the holder’s death, by will or the