<PAGE>   1

     As filed with the Securities and Exchange Commission on August 1, 1997

                                                      Registration No. _________

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                                    FORM S-8

                             REGISTRATION STATEMENT
                                     UNDER
                           THE SECURITIES ACT OF 1933

                               BIKERS DREAM, INC.
             (Exact name of registrant as specified in its charter)

            California                                   33-0140149
---------------------------------          ------------------------------------
  (State or other jurisdiction             (I.R.S. Employer Identification No.)
of incorporation or organization)


                     OPTION AGREEMENT WITH BRUCE W. BARREN
                           (Full title of the plans)

                                   Anne Todd
                                1420 Village Way
                          Santa Ana, California 92705
                                 (714) 835-8464
           (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

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

<TABLE>
<CAPTION>
                        CALCULATION OF REGISTRATION FEE
--------------------------------------------------------------------------------
                                         Proposed       Proposed
                                         Maximum        Maximum
Title of              Amount             Offering       Aggregate   Amount of
Securities to         to be              Price          Offering    Registration
be Registered         Registered(1)      Per Share(2)   Price(2)    Fee(2)
--------------------------------------------------------------------------------
<S>                   <C>                <C>           <C>          <C>
Common Stock,
without par value     150,000 shares     $1.25          $187,500     $57   
--------------------------------------------------------------------------------
</TABLE>

(1)      The number of shares being registered is the maximum aggregate number
         of shares presently issuable under the Plans.  The registration
         statement also includes an indeterminable number of additional shares
         that may become issuable under the Plans pursuant to anti-dilution
         provisions.

(2)      Computed pursuant to Rule 457(h) on the basis of the average of the
         bid and asked price of the Common Stock on July 30, 1997.

================================================================================

<PAGE>   2

                                    PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

         The following documents of Bikers Dream, Inc., a California
corporation (the "Company") filed with the Securities Exchange Commission are
incorporated by reference into this Registration Statement:

         (a)     The Company's Annual Report on Form 10-KSB for the fiscal year
ended December 31, 1996, filed pursuant to Section 13(a) or 15(d) of the
Securities Exchange Act of 1934, as amended (the "Exchange Act").

         (b)     All other reports filed by the Company pursuant to Section
13(a) or 15(d) of the Exchange Act since the end of the Company's fiscal year
ended December 31, 1996.

         Any statement contained in a document incorporated in this
Registration Statement by reference shall be deemed to be modified or
superseded for the purpose of this Registration Statement to the extent that a
statement contained in this Registration Statement or in any other document
subsequently filed pursuant to Sections 13 or 15(d) of the Securities Exchange
Act of 1934, as amended, which also is or is deemed to be incorporated in this
Registration Statement by reference modifies or replaces such statement.

ITEM 4.  DESCRIPTION OF SECURITIES.

         The Company's Articles of Incorporation authorizes the issuance of
25,000,000 shares of Common Stock without par value.  Holders of shares of
Common Stock are entitled to one vote for each share on all matters to be voted
on by the shareholders and, upon the giving of notice as required by law, are
entitled to cumulate their votes in the election of directors.  Holders of
shares of Common Stock are entitled to share ratably in dividends, if any, as
may be declared, from time to time by the Board by Directors in its discretion,
from funds legally available therefor, subject to preferences that may be
applicable to any outstanding preferred stock.  In the event of liquidation,
dissolution or winding up of the Company, the holders of shares of Common Stock
are entitled to share pro rata all assets remaining after payment in full of
all liabilities, subject to preferences that may be applicable to any
outstanding preferred stock.  Holders of Common Stock have no preemptive or
other subscription rights, and there are no conversion rights or redemption or
sinking fund provisions with respect to such shares.

ITEM 5.  INTEREST OF NAMED EXPERTS AND COUNSEL.

         The legality of the Registrant's securities being registered will be
passed upon by Day Campbell & McGill.   Members of the firm of Day Campbell &
McGill owned an aggregate of 627,183 shares of the Registrant's Common Stock
and options to purchase 730,000 shares of the Registrant's Common Stock on
March 31, 1997.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         The Company's Bylaws and Section 317 of the California General
Corporation Law provide for indemnification of directors and officers against
certain liabilities.  Officers and directors of the Company are indemnified
generally against expenses, judgments, fines and other amounts actually and
reasonably incurred in connection with actions, suits or proceedings, whether
civil or criminal, provided that it is determined that they acted in good faith
and in a manner they reasonably believed to be in the best interests of the
Company, and, in any criminal matter, had reasonable cause to believe that
their conduct was not unlawful.

         Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers or persons controlling
the Company pursuant to the foregoing provisions, the Company has been informed
that in the opinion of the Commission such indemnification is against public
policy as expressed in the Securities Act of 1933, as amended (the "Securities
Act") and is therefore unenforceable.





                                      II-2
<PAGE>   3

ITEM 7.  EXEMPTION FROM REGISTRATION.

         Not applicable.

ITEM 8.  EXHIBITS.

<TABLE>
<CAPTION>
         EXHIBIT          DESCRIPTION
         -------          -----------
         <S>              <C>
          5               Opinion of Day, Campbell and McGill as to the legality of the securities being registered.

         10.27            Option Agreement dated July 22, 1997 between the Company and 
                          Bruce W. Barren.

         23.1             Consent of Singer Lewak Greenbaum & Goldstein LLP

         23.2             Consent of Coopers & Lybrand L.L.P.

         23.3             Consent of Day, Campbell and McGill (included in its opinion filed as Exhibit 5).
</TABLE>


ITEM 9.  UNDERTAKINGS.

         (a)     The undersigned registrant hereby undertakes:

                 (1)      To file, during any period in which offers or sales
are being made, a post-effective amendment to this registration statement:

                            (i)   To include any prospectus required by Section
10(a)(3) of the Securities Act of 1933;

                           (ii)   To reflect in the prospectus any facts or
events arising after the effective date of the registration statement (or the
most recent post-effective amendment thereof) which, individually or in the
aggregate, represent a fundamental change in the information set forth in the
registration statement; and

                          (iii)   To include any material information with
respect to the plan of distribution not previously disclosed in the
registration statement or any material change to that information in the
registration statement.

                 provided, however, that paragraphs (a)(1)(i) and  (a)(1)(ii)
do not apply if the registration statement is on Form S-3 or Form S-8, and the
information required to be included in a post-effective amendment by those
paragraphs is contained in periodic reports filed by the registrant pursuant to
Section 13 or Section 15(d) of the Securities Exchange Act of 1934 that are
incorporated by reference in the registration statement.

                 (2)      That, for the purpose of determining any liability
under the Securities Act of 1933, each such post-effective amendment shall be
deemed to be a new registration statement relating to the securities offered
therein, and the offering of such securities at that time shall be deemed to be
the initial bona fide offering thereof.





                                      II-3
<PAGE>   4

                 (3)     To remove from registration by means of post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

         (b)     The undersigned registrant hereby undertakes that, for
purposes of determining any liability under the Securities Act of 1933, each
filing of the registrant's annual report pursuant to Section 13(a) or Section
15(d) of the Securities Exchange Act of 1934 (and, where applicable, each
filing of an employee benefit plan's annual report pursuant to Section 15(d) of
the Securities Exchange Act of 1934) that is incorporated by reference in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

         (e)     The undersigned registrant hereby undertakes to deliver or
cause to be delivered with the prospectus, to each person to whom the
prospectus is sent or given, the latest annual report to security holders that
is incorporated by reference in the prospectus and furnished pursuant to and
meeting the requirements of Rule 14a-3 or Rule 14c-3 under the Securities
Exchange Act of 1934; and, where interim financial information required to be
presented by Article 3 of Regulation S-X are not set forth in the prospectus,
to deliver, or cause to be delivered to each person to whom the prospectus is
sent or given, the latest quarterly report that is specifically incorporated by
reference in the prospectus to provide such interim financial information.

         (h)     Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the registrant pursuant to the foregoing provisions, or otherwise,
the registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable.  In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the Act and
will be governed by the final adjudication of such issue.

                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Santa Ana, State of California, on July 25, 
1997.

                               BIKERS DREAM, INC.


                               By:   /s/ Donald J. Duffy
                                   ---------------------------------------------
                                   Donald J. Duffy, Chief Executive Officer





                                      II-4
<PAGE>   5

                               POWER OF ATTORNEY

         Each person whose signature appears below constitutes and appoints
Donald J. Duffy, Chief Executive Officer of the registrant, his true and lawful
attorney-in-fact and agent, with full power of substitution and resubstitution,
for him and in his name, place and stead, in any and all capacities, to sign
any and all amendments (including post-effective amendments) to this
registration statement and to file the same, with all exhibits thereto, and
other documents in connection therewith, with the Securities and Exchange
Commission and any other regulatory authority, granting unto said
attorney-in-fact and agent full power and authority to do and perform each and
every act and thing requisite and necessary to be done, as fully to all intents
and purposes as he might or could do in person, hereby ratifying and confirming
all that said attorney-in- fact and agent, or his substitute may lawfully do or
cause to be done by virtue hereof.

         Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the dates indicated.

<TABLE>
<CAPTION>

Date                        Signature                           Title
----                        ---------                           -----
<S>                      <C>                                    <C>
July 25, 1997              /s/ Donald J. Duffy                  Chief Executive Officer, Chief Financial Officer
                       ----------------------------------       and Director
                               Donald J. Duffy



July 25, 1997              /s/ Humbert B. Powell                Director
                       ----------------------------------       
                               Humbert B. Powell


July 25, 1997              /s/ Terrence Quinn                   Director
                       ----------------------------------       
                               Terrence Quinn                                 


July 25, 1997              /s/ Anne Todd                        Controller
                       ----------------------------------       
                               Anne Todd
</TABLE>





                                      II-5
<PAGE>   6
                                 EXHIBIT INDEX


<TABLE>
<CAPTION>
         EXHIBIT
         NUMBER          DESCRIPTION
                         -----------
         <S>             <C>
          5              Opinion of Day Campbell & McGill as to the legality of 
                         securities being registered.

         10.27           Option Agreement dated July 22, 1997 between the 
                         Company and Bruce W. Barren.

         23.1            Consent of Singer Lewak Greenbaum & Goldstein LLP

         23.2            Consent of Coopers & Lybrand L.L.P.

         23.3            Consent of Day Campbell & McGill (included in its Opinion filed 
                         as Exhibit 5).
</TABLE>





                                      II-6
[{"type": "S-8", "sequence": "1", "description": "REGISTRATION STATEMENT", "secsgml_size_bytes": 16059}]
{"company-data": {"conformed-name": "BIKERS DREAM INC", "cik": "0000805907", "assigned-sic": "2731", "irs-number": "330140149", "state-of-incorporation": "CA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-32639", "film-number": "97650047"}, "business-address": {"street1": "1420 VILLAGE WAY", "city": "SANTA ANA", "state": "CA", "zip": "92705", "phone": "7148358464"}, "mail-address": {"street1": "1420 VILLIAGE WAY", "city": "SANTA ANA", "state": "CA", "zip": "92705"}, "former-company": {"former-conformed-name": "HDL COMMUNICATIONS", "date-changed": "19920703"}}
1

     As filed with the Securities and Exchange Commission on August 1, 1997

                                                      Registration No. _________

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                                    FORM S-8

                             REGISTRATION STATEMENT
                                     UNDER
                           THE SECURITIES ACT OF 1933

                               BIKERS DREAM, INC.
             (Exact name of registrant as specified in its charter)

            California                                   33-0140149
---------------------------------          ------------------------------------
  (State or other jurisdiction             (I.R.S. Employer Identification No.)
of incorporation or organization)

                     OPTION AGREEMENT WITH BRUCE W. BARREN
                           (Full title of the plans)

                                   Anne Todd
                                1420 Village Way
                          Santa Ana, California 92705
                                 (714) 835-8464
           (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

                              --------------------
CALCULATION OF REGISTRATION FEE
--------------------------------------------------------------------------------
                                         Proposed       Proposed
                                         Maximum        Maximum
Title of              Amount             Offering       Aggregate   Amount of
Securities to         to be              Price          Offering    Registration
be Registered         Registered(1)      Per Share(2)   Price(2)    Fee(2)
--------------------------------------------------------------------------------
Common Stock,
without par value     150,000 shares     $1.25          $187,500     $57   
--------------------------------------------------------------------------------
(1)      The number of shares being registered is the maximum aggregate number
         of shares presently issuable under the Plans.  The registration
         statement also includes an indeterminable number of additional shares
         that may become issuable under the Plans pursuant to anti-dilution
         provisions.

(2)      Computed pursuant to Rule 457(h) on the basis of the average of the
         bid and asked price of the Common Stock on July 30, 1997.

================================================================================
2

                                    PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

         The following documents of Bikers Dream, Inc., a California
corporation (the "Company") filed with the Securities Exchange Commission are
incorporated by reference into this Registration Statement:

         (a)     The Company's Annual Report on Form 10-KSB for the fiscal year
ended December 31, 1996, filed pursuant to Section 13(a) or 15(d) of the
Securities Exchange Act of 1934, as amended (the "Exchange Act").

         (b)     All other reports filed by the Company pursuant to Section
13(a) or 15(d) of the Exchange Act since the end of the Company's fiscal year
ended December 31, 1996.

         Any statement contained in a document incorporated in this
Registration Statement by reference shall be deemed to be modified or
superseded for the purpose of this Registration Statement to the extent that a
statement contained in this Registration Statement or in any other document
subsequently filed pursuant to Sections 13 or 15(d) of the Securities Exchange
Act of 1934, as amended, which also is or is deemed to be incorporated in this
Registration Statement by reference modifies or replaces such statement.

ITEM 4.  DESCRIPTION OF SECURITIES.

         The Company's Articles of Incorporation authorizes the issuance of
25,000,000 shares of Common Stock without par value.  Holders of shares of
Common Stock are entitled to one vote for each share on all matters to be voted
on by the shareholders and, upon the giving of notice as required by law, are
entitled to cumulate their votes in the election of directors.  Holders of
shares of Common Stock are entitled to share ratably in dividends, if any, as
may be declared, from time to time by the Board by Directors in its discretion,
from funds legally available therefor, subject to preferences that may be
applicable to any outstanding preferred stock.  In the event of liquidation,
dissolution or winding up of the Company, the holders of shares of Common Stock
are entitled to share pro rata all assets remaining after payment in full of
all liabilities, subject to preferences that may be applicable to any
outstanding preferred stock.  Holders of Common Stock have no preemptive or
other subscription rights, and there are no conversion rights or redemption or
sinking fund provisions with respect to such shares.

ITEM 5.  INTEREST OF NAMED EXPERTS AND COUNSEL.

         The legality of the Registrant's securities being registered will be
passed upon by Day Campbell & McGill.   Members of the firm of Day Campbell &
McGill owned an aggregate of 627,183 shares of the Registrant's Common Stock
and options to purchase 730,000 shares of the Registrant's Common Stock on
March 31, 1997.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         The Company's Bylaws and Section 317 of the California General
Corporation Law provide for indemnification of directors and officers against
certain liabilities.  Officers and directors of the Company are indemnified
generally against expenses, judgments, fines and other amounts actually and
reasonably incurred in connection with actions, suits or proceedings, whether
civil or criminal, provided that it is determined that they acted in good faith
and in a manner they reasonably believed to be in the best interests of the
Company, and, in any criminal matter, had reasonable cause to believe that
their conduct was not unlawful.

         Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers or persons controlling
the Company pursuant to the foregoing provisions, the Company has been informed
that in the opinion of the Commission such indemnification is against public
policy as expressed in the Securities Act of 1933, as amended (the "Securities
Act") and is therefore unenforceable.

                                      II-2
3

ITEM 7.  EXEMPTION FROM REGISTRATION.

         Not applicable.

ITEM 8.  EXHIBITS.
EXHIBIT          DESCRIPTION
         -------          -----------
5               Opinion of Day, Campbell and McGill as to the legality of the securities being registered.

         10.27            Option Agreement dated July 22, 1997 between the Company and 
                          Bruce W. Barren.

         23.1             Consent of Singer Lewak Greenbaum & Goldstein LLP

         23.2             Consent of Coopers & Lybrand L.L.P.

         23.3             Consent of Day, Campbell and McGill (included in its opinion filed as Exhibit 5).
ITEM 9.  UNDERTAKINGS.

         (a)     The undersigned registrant hereby undertakes:

                 (1)      To file, during any period in which offers or sales
are being made, a post-effective amendment to this registration statement:

                            (i)   To include any prospectus required by Section
10(a)(3) of the Securities Act of 1933;

                           (ii)   To reflect in the prospectus any facts or
events arising after the effective date of the registration statement (or the
most recent post-effective amendment thereof) which, individually or in the
aggregate, represent a fundamental change in the information set forth in the
registration statement; and

                          (iii)   To include any material information with
respect to the plan of distribution not previously disclosed in the
registration statement or any material change to that information in the
registration statement.

                 provided, however, that paragraphs (a)(1)(i) and  (a)(1)(ii)
do not apply if the registration statement is on Form S-3 or Form S-8, and the
information required to be included in a post-effective amendment by those
paragraphs is contained in periodic reports filed by the registrant pursuant to
Section 13 or Section 15(d) of the Securities Exchange Act of 1934 that are
incorporated by reference in the registration statement.

                 (2)      That, for the purpose of determining any liability
under the Securities Act of 1933, each such post-effective amendment shall be
deemed to be a new registration statement relating to the securities offered
therein, and the offering of such securities at that time shall be deemed to be
the initial bona fide offering thereof.

                                      II-3
4

                 (3)     To remove from registration by means of post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

         (b)     The undersigned registrant hereby undertakes that, for
purposes of determining any liability under the Securities Act of 1933, each
filing of the registrant's annual report pursuant to Section 13(a) or Section
15(d) of the Securities Exchange Act of 1934 (and, where applicable, each
filing of an employee benefit plan's annual report pursuant to Section 15(d) of
the Securities Exchange Act of 1934) that is incorporated by reference in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

         (e)     The undersigned registrant hereby undertakes to deliver or
cause to be delivered with the prospectus, to each person to whom the
prospectus is sent or given, the latest annual report to security holders that
is incorporated by reference in the prospectus and furnished pursuant to and
meeting the requirements of Rule 14a-3 or Rule 14c-3 under the Securities
Exchange Act of 1934; and, where interim financial information required to be
presented by Article 3 of Regulation S-X are not set forth in the prospectus,
to deliver, or cause to be delivered to each person to whom the prospectus is
sent or given, the latest quarterly report that is specifically incorporated by
reference in the prospectus to provide such interim financial information.

         (h)     Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the registrant pursuant to the foregoing provisions, or otherwise,
the registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable.  In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the Act and
will be governed by the final adjudication of such issue.

                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Santa Ana, State of California, on July 25, 
1997.

                               BIKERS DREAM, INC.

                               By:   /s/ Donald J. Duffy
                                   ---------------------------------------------
                                   Donald J. Duffy, Chief Executive Officer

                                      II-4
5

                               POWER OF ATTORNEY

         Each person whose signature appears below constitutes and appoints
Donald J. Duffy, Chief Executive Officer of the registrant, his true and lawful
attorney-in-fact and agent, with full power of substitution and resubstitution,
for him and in his name, place and stead, in any and all capacities, to sign
any and all amendments (including post-effective amendments) to this
registration statement and to file the same, with all exhibits thereto, and
other documents in connection therewith, with the Securities and Exchange
Commission and any other regulatory authority, granting unto said
attorney-in-fact and agent full power and authority to do and perform each and
every act and thing requisite and necessary to be done, as fully to all intents
and purposes as he might or could do in person, hereby ratifying and confirming
all that said attorney-in- fact and agent, or his substitute may lawfully do or
cause to be done by virtue hereof.

         Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the dates indicated.
Date                        Signature                           Title
----                        ---------                           -----
July 25, 1997              /s/ Donald J. Duffy                  Chief Executive Officer, Chief Financial Officer
                       ----------------------------------       and Director
                               Donald J. Duffy

July 25, 1997              /s/ Humbert B. Powell                Director
                       ----------------------------------       
                               Humbert B. Powell

July 25, 1997              /s/ Terrence Quinn                   Director
                       ----------------------------------       
                               Terrence Quinn                                 

July 25, 1997              /s/ Anne Todd                        Controller
                       ----------------------------------       
                               Anne Todd
II-5
6
                                 EXHIBIT INDEX
EXHIBIT
         NUMBER          DESCRIPTION
                         -----------
5              Opinion of Day Campbell & McGill as to the legality of 
                         securities being registered.

         10.27           Option Agreement dated July 22, 1997 between the 
                         Company and Bruce W. Barren.

         23.1            Consent of Singer Lewak Greenbaum & Goldstein LLP

         23.2            Consent of Coopers & Lybrand L.L.P.

         23.3            Consent of Day Campbell & McGill (included in its Opinion filed 
                         as Exhibit 5).
II-6