SECURITIES AND EXCHANGE COMMISSION

                          Washington, D.C.  20549

                                 FORM 10-Q/A
                               AMENDMENT NO. 1
                                    

          (X)  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) 
                  OF THE SECURITIES EXCHANGE ACT OF 1934

               FOR THE QUARTERLY PERIOD ENDED: June 30, 1995

                                    OR

        (  )  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
                    THE SECURITIES EXCHANGE ACT OF 1934

      FOR THE TRANSITION PERIOD FROM       N/A     TO _______________

                 Commission File Number:      0-17048


                        CENTURION MINES CORPORATION
          (Exact name of registrant as specified in its charter)

          UTAH                                              87-0429204     
(State or other jurisdiction of                        (I.R.S. Employer    
Incorporation or organization)                       Identification Number)


   331 South Rio Grande, Suite 201, Salt Lake City, Utah             84101
        (Address of Principal Executive Offices)                  (Zip Code)

                               801-534-1120
            Registrant's telephone number, including area code

          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  ______

      The number of shares outstanding at June 30, 1995:  23,556,471 shares

<PAGE>
                      PART I.  FINANCIAL INFORMATION

     ITEM 1.  FINANCIAL STATEMENTS OF CENTURION MINES CORPORATION
              (Hereinafter referred to as Registrant or Company)

          The condensed, consolidated financial statements of the Registrant 
          included herein have been prepared by the Registrant from its own 
          books and records.  In the opinion of management, the financial 
          statements included in this quarterly report present fairly in all 
          material respects, the financial position of Registrant and 
          subsidiaries as of June  30, 1995, and September 30, 1994, and 
          the results of operations and cash flows for each of the three 
          months ended June 30, 1995, and 1994, in conformance with generally 
          accepted accounting principles.

          As discussed in Item 2, a substantial portion of Registrant's 
          assets consist of investments in mineral properties for which 
          additional exploration is required to determine if they contain 
          ore reserves that are economically recoverable.  The realization 
          of these investments is dependent uponthe success of future 
          property sales, the existence of economically recoverable reserves, 
          the ability of the Company to obtain financing or make other 
          arrangements for development, and upon future profitable 
          production.  Accordingly, no provision for any asset impairment 
          that may result, in the event the Company is not successful in 
          developing or selling these properties, has been made in the 
          accompanying consolidated financial statements.

                                      -2-

<PAGE>
                        CENTURION MINES CORPORATION

                   CONDENSED CONSOLIDATED BALANCE SHEETS
                                (Unaudited)



          ASSETS                              As of             As of
                                              June          September
                                              30, 1995       30, 1994

          CURRENT ASSETS:
               Cash                        $    21,203    $   710,026 
               Accounts receivable             187,689        300,000  
               Advances to related parties      18,766         83,068  
               Prepaid expenses                 83,749         99,674 
               Marketable securities (Note 3)      --             --

                 Total current assets          311,407      1,192,768 

          MINERAL PROPERTIES                 8,573,620      7,380,822 

          PROPERTY AND EQUIPMENT:
               Leasehold improvements            8,845          2,480 
               Furniture and equipment         215,530        202,502 
               Vehicles                        100,220         92,027 
               Field Equipment                 303,071         75,543 
               Less:  Accumulated 
               depreciation and amortization  (237,058)      (164,388)

                Total property and equipment   390,608        208,164 

          OTHER ASSETS                               
              Deposits                           9,116         11,046
               Total other assets            1,388,792             --

          TOTAL ASSETS                    $  9,284,751    $ 8,792,800 

         The accompanying Notes are an integral part of these Condensed
         Consolidated Financial Statements.

                                      -3-
<PAGE>
                        CENTURION MINES CORPORATION

                   CONDENSED CONSOLIDATED BALANCE SHEETS
                                (Unaudited)

          LIABILITIES AND SHAREHOLDERS' EQUITY

                                              As of              As of
                                              June           September
                                              30, 1995        30, 1994

          CURRENT LIABILITIES:
              Accounts payabl e            $   227,889        $104,697 
              Accrued compensation payable     118,050         118,050 
              Payable to related party              --           7,131 
              Advances from shareholder         33,400          25,719 
              Short Term Note payable          125,000              __

                Total current liabilities      504,339         255,597 

          MINORITY INTERESTS IN
          CONSOLIDATED SUBSIDIARIES            436,566         296,896 

          SHAREHOLDERS EQUITY:
          Common stock - $.01 par 
           value; 25,000,000 shares 
           authorized; 23,556,471 
           and 22,157,921 shares
           issued and outstanding, 
           respectively                        235,565        221,579 
          Additional paid-in capital        16,172,094     14,400,348  
          Accumulated deficit               (8,040,563)    (6,358,370)
          Receivable related to sale 
          of common stock                      (23,250)       (23,250)

                Total shareholders' equity   8,343,846      8,240,307

          TOTAL LIABILITIES AND 
          SHAREHOLDER'S EQUITY            $  9,284,751    $ 8,792,800

          The accompanying Notes are an integral part of these Condensed
          Consolidated Financial Statements.

                                      -4-
<PAGE>
                        CENTURION MINES CORPORATION

              CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                (Unaudited)
  
                                   Three Months Ended        Nine Months Ended
                                          June 30,                June 30,
                                      1995       1994         1995        1994 
          REVENUES:                                   
               Sales of mineral 
               properties        $     --    $    --    $      --    $      -- 
               Management and 
               consulting fees         --         --           --           -- 

                   Total revenues      --         --           --           --  

          OPERATING EXPENSES:
               General and 
               administrative     532,984    483,626    1,446,873    1,774,893
               Cost of Properties
               Abandoned               --         --      203,092       18,736
               Mineral leases      47,178     32,732      116,881       54,443
               Depreciation and
               amortization        23,543     21,848       72,670       30,330
      
                  Total 
                  operating 
                  expenses        603,705    538,206    1,839,516    1,878,402

          OTHER INCOME (EXPENSE):
              Other income          3,616     11,916       19,015       27,600
              Interest expense     (1,527)       (39)      (2,737)        (210)

                Total other
                  income            2,089     11,877       16,278       27,390

          LOSS FROM OPERATIONS   (601,616)  (526,329)  (1,823,238)  (1,851,012)

         LOSS FROM DILUTION
         OF EQUITY INVESTMENT
         IN SUBSIDIARY                 --         --           --      (40,877)

         LOSS BEFORE
         MINORITY INTERESTS      (601,616)  (526,329)  (1,823,238)  (1,891,889)

         MINORITY INTERESTS
         IN LOSS (INCOME)
         OF CONSOLIDATED
         SUBSIDIARIES              74,539     10,741      141,045      210,172

             NET LOSS           $(527,077) $(515,588) $(1,682,193) $(1,681,717)

             NET LOSS PER 
             COMMON SHARE:      $    (.02) $    (.02) $      (.07) $      (.08)

         WEIGHTED AVERAGE 
         COMMON SHARES 
         OUTSTANDING           23,323,000  20,946,000  22,859,000   20,182,000

         The accompanying Notes are an integral part of these Condensed
         Consolidated Financial Statements.

                                      -5-
<PAGE>
                        CENTURION MINES CORPORATION

               CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS 
                                  (Unaudited)
  
                        Increase (Decrease) in Cash

                                                              
                                                Nine Months Ended June 30,
                                                    1995          1994   
          CASH FLOWS FROM 
          OPERATING ACTIVITIES: 
            Net loss                        $ (1,682,193)   $ (1,681,717)
            Adjustments to reconcile 
            net loss to
            net cash used in 
            operating activities:
            Compensation and other 
            expenses paid through 
            issuance of common stock             541,034         321,559
           Issuance of common stock 
           to directors and
           consultants for compensation 
           by subsidiary                              --         454,300
           Depreciation and amortization          72,670          30,330
               Minority interests                139,670          99,332
              Change in assets and 
              liabilities:
                      Accounts receivable        112,311         145,763
                      Receivable from 
                      related party               64,302          (6,828)
                      Prepaid expenses            15,925          22,225
                      Mineral properties        (649,861)     (2,191,530)
                      Deposits                     1,930        (439,364)
                      Accounts payable           123,192          65,553
                      Payable to related 
                      party                        7,131          20,873
                      Accrued compensation 
                      payable                         --         134,063
                      Advances from 
                      shareholders                 7,681              --

                            Cash used in 
                            operating 
                            activities        (1,246,208)     (3,025,441)

          CASH FLOWS FROM INVESTING
          ACTIVITIES:
              Purchase of property
              and equipment                     (255,115)       (197,668)


                       Net cash used 
                       in investing 
                       activities               (255,115)       (197,668)

           CASH FLOWS FROM 
           FINANCING ACTIVITIES:
               Issuance of common 
               stock for cash                    812,500       3,842,500

                       Net cash provided 
                       by financing 
                       activities                812,500       3,842,500

          NET INCREASE
          (DECREASE) IN CASH                    (688,823)        619,391

          CASH, BEGINNING OF PERIOD              710,026         275,666

          CASH, END OF PERIOD               $     21,203     $   895,057

          The accompanying Notes are an integral part of these Condensed
          Consolidated Financial Statements.

                                      -6-
<PAGE>
                             CENTURION MINES CORPORATION

               Condensed Consolidated Statements of Cash Flows - Continued



         Supplemental disclosure of noncash investing and financing 
         activities:

             During the three months ended June 30, 1995, the Company:

               -   issued 61,600 shares of common stock valued at 
                   $92,595 for services of employees and contractors.

               -   issued 8,000 shares of common stock valued at 
                   $13,000 for promotional services.

               -   issued notes for purchase of property of $125,000.

          The accompanying Notes are an integral part of these Condensed
          Consolidated Financial Statements.

                                       -7-
<PAGE>
                              CENTURION MINES CORPORATION
                                     
                 NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                      June 30, 1995

          (1)  The condensed consolidated financial statements included 
               herein have been prepared by the Company, without audit, in 
               accordance with generally accepted accounting principles for 
               interim financial information and pursuant to the rules, 
               regulations and instructions of the Securities and Exchange 
               Commission pertaining to Form 10-Q and Article 10 of 
               Regulation S-X.  These condensed consolidated financial 
               statements reflect all adjustments which, in the opinion of 
               management, are necessary to present fairly the results of 
               operations for the interim periods presented.  All 
               adjustments are of a normal recurring nature.  Certain 
               information, footnotes and disclosures normally included 
               in complete financial statements prepared in accordance 
               with generally accepted accounting principles have been 
               condensed or omitted pursuant to such rules and regulations, 
               although the Company believes that the following disclosures 
               are adequate.  It is suggested that these condensed 
               consolidated financial statements be read in conjunction with
               the consolidated financial statements and the notes thereto 
               included in the Company's annual report on Form 10-K for the 
               year ended September 30, 1994.

          (2)  Net loss per common share is based on the weighted average
               number of common shares outstanding during the period.

          (3)  The Company carries its marketable securities at the lower
               of cost or market value:

                    Consolidated Royal Mines, Inc.        COST           FMV
                                                      $    -0-    $ 4,647,801

          These Notes are an integral part of the accompanying Condensed
          Consolidated Financial Statements.

                                      -8-
<PAGE>
         ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                    CONDITION AND RESULTS OF OPERATION

           Financial Condition, Liquidity and Capital Resources

                 Since inception on June 21, 1984, the Company has 
          been engaged in exploration, acquisition, and development 
          of mineral properties primarily through joint ventures.  
          The Company's principal capital resources have been acquired 
          through issuance of common stock, through joint venture
          operations, and through sales of various properties.  The Company 
          has primarily relied upon joint venture partners to finance 
          the on-going costs of holding and developing properties.

               At June 30, 1995, current liabilities exceeded current 
          assets by $192,932, compared to a working capital at September 
          30, 1994, of $937,171.  The Company has no long term debt, 
          thus all capital received is available for funding the ongoing 
          operations.

               The Company's holding of common stock in its subsidiary, 
          Consolidated Royal Mines, Inc., is approximately 1,549,267 shares 
          at June 28, 1995, with a current market price about $3 per share.

               The Company's assets consist primarily of cash and interests 
          in mineral properties.  The total assets increased from $8,792,800
          on September 30, 1994, to $9,284,751 as of June 30, 1995.  The
          increase in total assets is primarily due to the issuance of shares 
          of the Company's stock.    The increase in mineral properties is a 
          result of the net effect from the additional purchases of new 
          mineral properties as well as the additions to the cost basis of
          the present mineral properties.


               The Company issued a short term note for the purchase of 
          real property of $125,000.

               During the nine months ended June 30, 1995, the Company's 
          operations used $1,246,208 of cash as compared to $3,025,441 
          during the nine months ended June 30, 1994.  During the nine
          months ended June 30, 1995, cash flows from operations included 
          the collection of accounts receivable of $390,000 offset by 
          an increase in a receivable for common stock sold, costs 
          capitalized to mineral properties of $649,861 and an increase 
          in investments and the Company's current cash operating loss.

               These condensed consolidated financial statements include the
          following companies, with the state of incorporation and percentage
          of ownership as shown: Centurion Mines Corporation, Utah, 100%;
          Centurion Exploration, Incorporated, Utah, 100%; Mazama Gold
          Corporation, Washington, 100%; Jefferson-Pacific Corp., Washington,
          100%; Dotson Exploration Company, Nevada, 100%; Mammoth Mining
          Company, Nevada, 81.3%; Consolidated Royal Mines, Inc., Utah, 65%;
          and The Gold Chain Mining Company, Utah, 48.8%.

               The Company does not have sufficient capital to fully 
          explore and develop its mineral properties, nor does the 
          Company currently have continuing revenues.  The Company plans 
          to continue financing its exploration activities through joint 
          ventures, equity funding, or by selling properties and retaining 
          royalty interests.  In addition, the Company expects to receive 
          royalties from properties sold during the fiscal year ended 
          September 30, 1992, which are currently under exploration and 
          development by larger mining companies.  Management of the Company 

                                      -9-
<PAGE>
          expects that the Company's minimum cash expenditures for the next 
          year can be funded from current working capital and the sales of 
          some of its equity position in a subsidiary.  If required, the 
          Company will reduce the level of its expenditures to match its cash 
          flow position.

          Results of Operations
     
          Pursuant to the Company's established program of evaluation of 
          the potential value of its properties and the probability of 
          recovery of its investments, management decided to discontinue 
          operations in the Mazama, Washington area.  All properties 
          have been released to their previous owners, principally the 
          U.S. federal government, but the Company has retained the 
          technical information relative to the properties.  Because 
          all property interests have been terminated, all costs of
          acquisition, exploration, and development of the properties in 
          Mazama were written off in the prior quarter.  This is shown as 
          cost of properties abandoned, in the amount of $203,092, through 
          the Company's 100% owned Mazama Gold Corporation subsidiary.

          Including the write off of the Mazama properties, the Company 
          had a loss for the nine months ended June 30, 1995, of 
          $1,682,193 or $0.07 per share compared with a loss for the 
          nine months ended June  30, 1994, of $1,681,717 or $0.08 
          per share.  Excluding the write off in the prior quarter 
          leaves a loss of $1,479,101 or $0.06 per share.  This major 
          improvement is generally the result of efforts at cost 
          reduction, as explained below.

          There was no revenue for either quarter ended June 30; and 
          other income, principally interest earned on cash in banks, 
          decreased about $8,000.  General and administrative costs 
          increased by $49,000 to $532,984 in the quarter ended June 
          30, 1995.    Accounting and audit expenses decreased by
          $50,000, primarily due to having fewer filings requiring 
          independent review.  This and other cost reductions were 
          offset by the write off in the current quarter of $52,000 
          of costs related to the efforts to acquire the Montanore 
          project discussed in previous reports, and the recognition 
          of $93,000 of loss on the sale of certain security investments. 
          Management is unable to assess the impact that these efforts 
          at cost reductions may have on the operations.  Management 
          believes there is no known certainty nor uncertainty that 
          such reductions may result in adverse consequences to the
          Company's financial condition.

          These improvements allowed the Company to concentrate use 
          of its funds in the areas of land acquisition and exploration, 
          and in the rehabilitation of tunnels and water systems in 
          certain previously-producing mines.  Also, the Company 
          invested additional funds in equipment for exploration and 
          analysis of exploration data.  These equipment acquisitions 
          will allow the Company to continue its efforts to move toward
          use of Company personnel instead of outside contractors. 
          Increases in lease expense for leased property and increases in 
          depreciation for the additional equipment partly offset the 
          decreases in operating expenses discussed above.

                                     -10-
<PAGE>
                         PART II.  OTHER INFORMATION


          Item 1.  Legal Proceedings.

               None.

          Item 2.  Changes in Securities.

               None.

          Item 3.  Defaults upon Senior Securities.

               None.

          Item 4.  Submission of Matters to a Vote of Security Holders.

              The Registrant held the 1995 Annual Shareholders Meeting on 
          April 19, 1995.  Shareholders voted on four matters.  First, 
          they elected as directors Spenst Hansen (20,346,402 for; 
          313,652 against), Orson Mabey, III, (20,340,952 for; 319,102 
          against), J.D.H. Morgan (20,293,502 for; 366,553 against) 
          and Mark D. Dotson (20,268,668 for; 391,386 against).  Second, 
          they ratified the appointment of Jones, Jensen and Company as 
          Registrant's independent auditors for the current fiscal
          year (20,277,817 votes for; 157,717 against and 224, 520 
          abstentions).  Third, shareholders approved an amendment to 
          the Articles of Incorporation increasing the number of 
          authorized shares from 25 million to 30 million (19,309,897 
          for; 1,136,829 against and 213,328 abstentions).  Fourth,
          shareholders approved an amendment to allow for the issuance 
          of 500,000 additional shares under the company's 1991 Stock 
          Option and Stock Award Plan (19,169,933 for; 1,247,693 against 
          and 242,428 abstentions).

          Item 5.  Other Information.

              None.

          Item 6.  Exhibits and Reports on Form 8-K.

              (A)  Exhibits.

                        Exhibit 27.01    -    Financial Data Schedule.

              (B)  Reports on Form 8-K.

                        None.

                                     -11-
PAGE>
                                SIGNATURES

           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 thereunto duly authorized.

                                       CENTURION MINES CORPORATION

                                       BY ITS CHIEF EXECUTIVE OFFICER:
                            
         Dated: August 14, 1995            /s/   Spenst Hansen
                _______________        _____________________________________

                                       Spenst Hansen, President and
                                           Chief Executive Officer

                                       BY ITS PRINCIPAL
                                       FINANCIAL AND ACCOUNTING OFFICER:
         
         Dated: August 14, 1995           /s/   Randy Sutherland
                _______________        _____________________________________

                                       Randy Sutherland, Treasurer and
                                           Assistant Secretary

                                     -12-
<PAGE>