SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D.C.  20549
                                
                            FORM 10-Q
                                

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

     For the quarterly period ended:          March 31, 1998
                                       --------------------------

                               OR

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

     For the transition period from: ____________ to ____________

Commission file number                      1-11569
                       ------------------------------------------

                    RIO HOTEL & CASINO, INC.
-----------------------------------------------------------------
     (Exact name of registrant as specified in its charter)
                                
               Nevada                            95-3671082
   --------------------------------        ----------------------
   (State or other jurisdiction of            (I.R.S. Employer
    incorporation or organization)           Identification No.)
                                
      3700 West Flamingo Road, Las Vegas, Nevada      89103
-----------------------------------------------------------------
     (Address of principal executive offices)       (Zip Code)

                         (702) 252-7733
-----------------------------------------------------------------
      (Registrant's telephone number, including area code)

                         Not Applicable
-----------------------------------------------------------------
     (Former name, former address and former fiscal year, if
                   changed since last report)

      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 the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practicable
date.
                                
     24,761,183 shares of Common Stock, $0.01 par value as of
                             May 6, 1998
-----------------------------------------------------------------
     
<PAGE>
                                
                            FORM 10-Q
                                
                        TABLE OF CONTENTS
                                

                                                            PAGE
                                                           NUMBER

PART I.   FINANCIAL INFORMATION

     Item 1.   Financial Statements                           3
               Consolidated Balance Sheets                    3
               Consolidated Statements of Income              4
               Consolidated Statements of Cash Flows          5
               Supplemental Disclosure of Cash Flow
                 Information                                  6
               Notes to Consolidated Financial Statements     7

     Item 2.   Management's Discussion and Analysis of
               Financial Condition and Results of
               Operations                                     8

PART II.  OTHER INFORMATION

     Item 1.   Legal Proceedings                             11

     Item 2.   Changes in Securities                         11

     Item 3.   Defaults Upon Senior Securities               11

     Item 4.   Submission of Matters to a Vote of Security
               Holders                                       11

     Item 5.   Other Information                             11

     Item 6.   Exhibits and Reports on Form 8-K              11

SIGNATURE                                                    12

EXHIBIT INDEX                                                13

                                2

<PAGE>

[CAPTION]
<TABLE>

         RIO HOTEL & CASINO, INC. AND SUBSIDIARIES
                CONSOLIDATED BALANCE SHEETS


                                                                   March 31,           December 31,
                                                                      1998                 1997
                                                             -----------------         -----------------
                                                                  (Unaudited)
<S>                                                          <C>                       <C>
                           ASSETS
Current assets:
  Cash and cash equivalents                                   $   19,550,588           $   22,241,976
  Accounts receivable, net                                        30,432,785               28,177,480
  Inventories                                                      8,541,510                7,797,343
  Prepaid expenses and other current assets                       12,180,760                8,277,440
                                                             -----------------         -----------------
    Total current assets                                          70,705,643               66,494,239
                                                             -----------------         -----------------

Property and equipment:
  Land and improvements                                           90,257,690               85,713,088
  Building and improvements                                      419,626,021              418,618,050
  Equipment, furniture and improvements                           90,960,318               82,792,652
  Less: accumulated depreciation                                 (88,394,992)             (82,162,055)
                                                             -----------------         -----------------
                                                                 512,449,037              504,961,735
  Construction in progress                                        25,038,732                5,354,757
                                                             -----------------         -----------------
    Net property and equipment                                   537,487,769              510,316,492
                                                             -----------------         -----------------

Other assets, net                                                 12,367,237               11,344,116
                                                             -----------------         -----------------

                                                              $  620,560,649           $  588,154,847
                                                             =================         =================

                       LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
  Current maturities of long-term debt                        $    2,846,746           $    2,434,483
  Accounts payable                                                11,764,759               11,440,103
  Accrued expenses                                                26,371,326               23,554,336
  Accounts payable - related party                                 8,569,854                2,808,488
  Accrued interest                                                 7,844,038                7,412,999
                                                             -----------------         -----------------
    Total current liabilities                                     57,396,723               47,650,409
                                                             -----------------         -----------------

Non-current liabilities:
  Long-term debt, less current maturities                        263,082,754              250,522,894
  Deferred income taxes                                           19,654,698               19,806,419
                                                             -----------------         -----------------
    Total non-current liabilities                                282,737,452              270,329,313
                                                             -----------------         -----------------

    Total liabilities                                            340,134,175              317,979,722
                                                             -----------------         -----------------

Stockholders' equity:
  Common stock, $0.01 par value;
   100,000,000 shares authorized;
   24,776,941 and 24,643,141 shares
   issued and outstanding                                            247,770                  246,432
  Additional paid-in capital                                     182,160,882              179,912,196
  Retained earnings                                               98,017,822               90,016,497
                                                             -----------------         -----------------
    Total stockholders' equity                                   280,426,474              270,175,125
                                                             -----------------         -----------------

                                                              $  620,560,649           $  588,154,847
                                                             =================         =================

</TABLE>

             See accompanying Notes to Consolidated Financial Statements


                                3

<PAGE>

[CAPTION]
<TABLE>

                    RIO HOTEL & CASINO, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF INCOME
                                (Unaudited)



                                                    Three Months Ended
                                        --------------------------------------
                                          March 31, 1998       March 31, 1997
                                        ------------------    ----------------
<S>                                     <C>                   <C>
Revenues:
  Casino                                 $    48,162,663       $  33,012,359
  Room                                        19,478,790          14,995,925
  Food and beverage                           32,886,676          23,253,604
  Other                                        6,659,082           5,203,978
  Casino promotional allowances              (10,447,122)         (6,538,281)
                                        ------------------    ----------------

                                              96,740,089          69,927,585
                                        ------------------    ----------------

Expenses:
  Casino                                      24,524,493          18,230,112
  Room                                         5,712,102           4,191,490
  Food and beverage                           23,531,717          17,954,856
  Other                                        4,062,934           2,863,254
  Selling, general and administrative         13,598,868           9,014,196
  Depreciation and amortization                6,620,841           5,367,613
  Preopening cost                                    -            11,200,000
                                        ------------------    ----------------

                                              78,050,955          68,821,521
                                        ------------------    ----------------

Operating profit                              18,689,134           1,106,064

Interest expense                               6,088,622           4,919,405
                                        ------------------    ----------------

Income (loss) before income tax               12,600,512          (3,813,341)

Income tax benefit (provision)                (4,599,187)          1,396,018
                                        ------------------    ----------------

Net income (loss)                        $     8,001,325       $  (2,417,323)
                                        ==================    ================

Earnings (loss) per common share:
  Basic                                  $          0.32       $       (0.11)
                                        ==================    ================
  Diluted                                $          0.32       $       (0.11)
                                        ==================    ================

Weighted average number of common
shares outstanding:
  Basic                                       24,716,139          21,191,104
  Stock Options                                  399,553             297,930
                                        ------------------    ----------------
  Diluted                                     25,115,692          21,489,034
                                        ==================    ================

</TABLE>

        See accompanying Notes to Consolidated Financial Statements

                                4

<PAGE>

[CAPTION]
<TABLE>

                 RIO HOTEL & CASINO, INC. AND SUBSIDIARIES
                   CONSOLIDATED STATEMENTS OF CASH FLOWS
                              (Unaudited)


                                                                         Three Months Ended
                                                                             March 31,
                                                                -----------------------------------
                                                                      1998               1997
                                                                ----------------   ----------------

<S>                                                               <C>               <C>
Cash flows from operating activities:
  Net income (loss)                                               $ 8,001,325       $ (2,417,323)
  Adjustments to reconcile net income (loss) to net
   cash provided by operating activities:
     Compensation expense recognized from
       stock option grant                                              28,720             28,871
     Depreciation and amortization                                  6,620,841          5,367,613
     Provision for uncollectible accounts                          (7,472,601)           136,043
     Deferred income taxes                                           (472,273)          (936,851)
     (Increase) decrease in assets:
       Accounts receivable                                          5,217,296         (3,551,494)
       Inventories                                                   (744,167)          (676,623)
       Prepaid expenses and other current assets                   (3,727,441)        (1,947,831)
       Other, net                                                  (1,153,192)           631,280
     Increase (decrease) in liabilities:
       Accounts payable                                            (7,578,607)         2,845,833
       Accrued expenses                                            11,437,824          4,567,255
       Accrued interest                                               431,039         (1,976,990)
                                                                ----------------   ----------------

Net cash provided by operating activities                          10,588,764          2,069,783
                                                                ----------------   ----------------

Cash flows from investing activities:
  Purchase of land and improvements                                (4,544,602)        (4,640,874)
  Purchase of equipment, furniture and
    improvements                                                  (23,126,870)       (30,263,951)
  Funds advanced for purchase of interest in golf
    course                                                                -           (5,180,196)
                                                                ----------------   ----------------

Net cash used in investing activities                             (27,671,472)       (40,085,021)
                                                                ----------------   ----------------

Cash flows from financing activities:
  Proceeds from borrowings                                         33,000,000         37,000,000
  Net proceeds from issuance of senior
    subordinated notes                                                      -        121,562,500
  Net proceeds from common stock issuance                           1,503,725            195,500
  Payments on notes and loans payable                             (20,112,405)      (112,055,794)
                                                                ----------------   ----------------

Net cash provided by financing activities                          14,391,320         46,702,206
                                                                ----------------   ----------------

Net increase (decrease) in cash and cash equivalents               (2,691,388)         8,686,968
Cash and cash equivalents, beginning of period                     22,241,976         10,623,094
                                                                ----------------   ----------------

Cash and cash equivalents, end of period                          $19,550,588       $ 19,310,062
                                                                ================   ================

</TABLE>

             See accompanying Notes to Consolidated Financial Statements

                                5

<PAGE>

[CAPTION]
<TABLE>

                   RIO HOTEL & CASINO, INC. AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF CASH FLOWS


              SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
                                   (Unaudited)

                                                                Three Months Ended
                                                                     March 31,
                                                      ---------------------------------
                                                           1998                1997
                                                      --------------     --------------
<S>                                                   <C>                <C>
Cash payments made for interest, net of
  capitalized interest                                 $  5,292,230       $  6,579,425
                                                      ==============     ==============

Cash payments made for income taxes                    $  2,000,000       $         -
                                                      ==============     ==============

Non-cash financing and investing activities:
  Purchase of property and equipment financed
    through payables                                   $  8,569,854       $ 15,785,501
                                                      ==============     ===============

  Tax benefit arising from exercise of stock
    options under the Company's Non-Statutory
    and Long Term Incentive Stock Option Plans         $    717,579       $    117,862
                                                      ==============     ===============


</TABLE>

            See accompanying Notes to Consolidated Financial Statements

                                   6

<PAGE>
                                
            RIO HOTEL & CASINO, INC. AND SUBSIDIARIES
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           (UNAUDITED)
                                
NOTE 1 - BASIS OF PRESENTATION

     The  consolidated financial statements include the  accounts
     of   Rio   Hotel  &  Casino,  Inc.  and  its  wholly   owned
     subsidiaries  Rio  Properties, Inc. ("Rio Properties"  which
     owns  and operates the Rio Suite Hotel & Casino [the  "Rio"]
     in  Las  Vegas, Nevada), Rio Development Company, Inc.,  Rio
     Resort   Properties,  Inc.,  Rio  Leasing,  Inc.   and   Rio
     Properties'  wholly  owned  subsidiaries,  HLG,   Inc.   and
     Cinderlane, Inc. (collectively the "Company").

     All  significant intercompany balances and transactions have
     been eliminated in consolidation.

     The  consolidated balance sheet as of March 31, 1998 and the
     related  consolidated  statements of income  for  the  three
     month periods ended March 31, 1998 and 1997 and consolidated
     statements  of cash flows for the three month periods  ended
     March 31, 1998 and 1997 are unaudited but, in the opinion of
     management,  reflect all adjustments necessary  for  a  fair
     presentation  of results for such periods.  The  results  of
     operations   for  an  interim  period  are  not  necessarily
     indicative   of  the  results  for  the  full   year.    The
     consolidated  financial  statements  should   be   read   in
     conjunction  with the consolidated financial statements  and
     notes  thereto contained in the Company's annual  report  on
     Form 10-K for the year ended December 31, 1997.

NOTE 2 - LONG-TERM DEBT

     On  February  24,  1998, the Company's credit  line  with  a
     consortium of banks was amended and restated, increasing the
     amount  available  from $190.0 million  to  $275.0  million.
     Loan  costs  will  be reduced pursuant to  the  amended  and
     restated  terms  of the new agreement, and a  mechanism  has
     been  provided whereby the amount available under the credit
     line may be increased by an additional $25.0 million.

NOTE 3 - REPORTING ON THE COSTS OF START-UP ACTIVITIES

     In  April 1998, the Accounting Standards Executive Committee
     of  the  American Institute of Certified Public  Accountants
     issued  Statement  of Position No. 98-5  "Reporting  on  the
     Costs  of Start-up Activities" ("SOP 98-5").  The provisions
     of  SOP 98-5 are effective for fiscal years beginning  after
     December 15, 1998 and require that the costs associated with
     start-up   activities  (including  preopening  expenses   of
     casinos) be expensed as incurred.

     The  Company  currently  capitalizes  preopening  costs  and
     writes  off  such costs in the period in which  the  related
     facility  opens.  The Company will adopt the  provisions  of
     SOP  98-5  effective  January 1, 1999, and  all  capitalized
     preopening costs related to the Company's current  expansion
     activities will be written off and reflected as a cumulative
     effect  of  a change in accounting principle, net of  income
     tax, in its 1999 first quarter financial statements.


                                7

<PAGE>

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSES OF FINANCIAL
          CONDITION AND RESULTS OF OPERATIONS

STATEMENT ON FORWARD-LOOKING INFORMATION

     Certain information included herein contains statements that
may  be  considered forward-looking statements within the meaning
of  the Section 21E of the Securities Exchange Act of 1934,  such
as  statements  relating to plans for future  expansion,  capital
spending and financing sources.  Such forward-looking information
involves   important   risks   and   uncertainties   that   could
significantly  affect  anticipated results  in  the  future  and,
accordingly, such results may differ from those expressed in  any
forward-looking   statements  made  herein.   These   risks   and
uncertainties include, but are not limited to, those relating  to
construction  activities,  dependence  on  existing   management,
gaming   regulations  (including  actions  affecting  licensing),
leverage  and debt service (including sensitivity to fluctuations
in  interest rates), issues related to the Year 2000, domestic or
global  economic conditions and changes in federal or  state  tax
laws or the administration of such laws.

MATERIAL CHANGES IN RESULTS OF OPERATIONS

     OVERVIEW

           On February 7, 1997, the Company opened the Masquerade
     Village  and Tower, which consisted of five new restaurants,
     21  retail shops, approximately 30,000 square feet of gaming
     area,  the  "Masquerade Show in the Sky",  an  entertainment
     event   featuring  parade  floats  with  live   entertainers
     suspended   from  the  Masquerade  Village's  ceiling,   and
     approximately 1,000 new suites, 447 of which were  available
     as of December 31, 1996.

     THREE MONTHS ENDED MARCH 31, 1998 AND 1997

           REVENUES.   The  Company's net revenues  increased  to
     $96.7 million in the three months ended March 31, 1998  from
     $69.9 million  in  the  same  period  in  the prior year, an
     increase of $26.8 million or 38%.  Casino revenues increased
     $15.2 million, or 46%, to $48.2 million for the three months
     ended  March  31,  1998  compared to $33.0  million  in  the  
     three months ended March 31, 1997.  Table game revenues were
     $21.8 million for the  three months ended March 31, 1998, an
     increase  of  $8.1  million, or  59%, from the $13.7 million
     reported in  the same period in the prior year.  The Company
     experienced unusually low table game hold percentages of 14%
     and 12% for the three months ended  March 31, 1998 and 1997,
     respectively, on table game handles of $182.2 million in the
     1998 three month period  and $111.7  million  in  the  prior
     year period.  Increased customer traffic associated with the
     Masquerade Village and Tower having been open for a year and
     during  the entire three months ended March 31, 1998, and an
     increased emphasis by management on  marketing to table game
     customers  with  higher credit limits and average wagers are
     considered to be the primary contributors to  the  increased
     table  game  revenues.  Slot  machine  revenues  were  $23.8
     million  in  the  first quarter of 1998, an increase of $5.9
     million, or 33%, from  1997  first quarter revenues of $17.9
     million.   Other casino revenues, consisting of the race and
     sports  books,  keno  and  poker  increased $1.2 million, or
     85%, to $2.6 million for  the  quarter ended March 31,  1998
     from $1.4 million in the prior year period.  The increase in
     customer traffic associated with the Masquerade Village  and
     Tower expansion having been open for a year and for the full
     three  months  ended March 31, 1998, together with increased
     advertising and promotional efforts are considered to be the
     primary reasons  for  the increase in slot machine and other
     casino revenues.

           Room  revenues increased by $4.5 million, or  30%,  to
     $19.5   million  in  the  three months ended March 31,  1998
     from  $15.0  million  in  the same period in the prior year.
     The  occupancy  rate  was  95.0%  for the three months ended
     March  31,  1998 compared to 93.2% in the prior year period,
     with 40,908 more suites  available  and  42,072 more  suites
     being occupied during the  three months ended March 31, 1998
     than  in  the  same  period  in 1997.  The average room rate
     increased  from  $89  for  the  three months ended March 31,
     1997 to $93 in the current year's quarter.

                                8

<PAGE>

           Food and beverage revenues increased $9.6 million,  or
     41%,  to $32.9 million for the three months ended March  31,
     1998  compared  to  $23.3 million  in the three months ended
     March  31, 1997.  Management  believes  that having the five
     restaurants  and   bars  located  in  the Masquerade Village
     open  during  the   three months ended March 31,  1998,  and
     increased customers generated  through  the additional rooms
     and  the  increased  advertising  and  promotional  programs
     were  the   primary  reasons  for the increase.  An increase
     in the average  food check  also contributed to the increase
     in food and beverage revenues.

           Other  revenues  increased by  $1.5  million  to  $6.7
     million in the  three months ended March 31, 1998 from  $5.2
     million  in  the  prior year period.   A  decrease  of  $1.3
     million  in retail sales, which resulted from leasing  to  a
     third  party the gift shop and most other retail shops  that
     were  previously operated by the Company, was offset  by  an
     increase in showroom admissions of $1.3 million, an increase
     of  $0.6 million in shop rental income, golf course revenues
     of  $0.6  million,  and  increases in  telephone  and  salon
     revenues.

          OPERATING MARGINS.  Operating profit as a percentage of
     net  revenue  was  19%  for the three months ended March 31,
     1998 and 18%  before  preopening  expense for the prior year
     quarter.  The  casino operating margin was $23.6 million, or
     49%,  for  the  three  months  ended March 31, 1998 compared
     to  $14.8 million, or 45%, in the same period in  the  prior
     year.  Casino  expenses  were  $24.5  million for the  three
     months ended March 31, 1998 after a  $6.3  million  decrease
     in the provision for doubtful accounts.  Casino expenses  in
     the three months ended March 31, 1997  were  $18.2  million.
     Increased   payroll  and  other  volume  related   expenses,
     including  gaming taxes and casino marketing and promotional
     costs,  were the primary reasons for the increase in  casino
     expense  when  comparing the two periods.    For  the  three
     months  ended  March  31,  1998 and  1997,  hotel  operating
     profits  were  71% and 72%, respectively; food and  beverage
     operating profits were 28% and 23%, respectively; and  other
     operating  department  profit  margins  were  39%  and  45%,
     respectively.   Management  believes  that  the   food   and
     beverage  operating  margin was positively  impacted  by  an
     increase   in   the  average  food  check,  volume   related
     purchasing   and   administrative  efficiencies,   and   the
     profitability of the VooDoo Cafe and Lounge which opened  in
     May  1997 and is located on the 40th and 41st floors of  the
     Masquerade  Tower.   The decrease in  the  operating  profit
     margin  for other departments is primarily due to  increased
     showroom  entertainment costs, expenses associated with  the
     operation  of  the  "Masquerade  Show  in  the  Sky"   which
     commenced  operations on February 7, 1997, and $0.7  million
     in  golf  course operating expenses.  Selling,  general  and
     administrative expenses increased as a percentage  of  gross
     revenue from 13% to 14% for the three months ended March 31,
     1997  and  1998,  respectively.  Increases  in  payroll  and
     advertising  and  promotional  expenses  were  the   primary
     contributors  to  the  increase  in  selling,  general   and
     administrative  expenses, with increases in property  taxes,
     casualty insurance and utilities also being a factor.

           PROMOTIONAL ALLOWANCES.  Promotional allowances, which
     represent  the  retail value of rooms,  food,  beverage  and
     other  services provided to customers without  charge,  were
     10%  and  9%  of  total  revenues for the three months ended
     March 31,  1998 and 1997, respectively.  Management believes
     that this increase was primarily due to complimentary rooms,
     food,   beverage  and  other  services  being  extended   in
     connection with the volume increase in table games.

            DEPRECIATION  AND  AMORTIZATION.    Depreciation  and
     amortization  increased by $1.2 million,  or  23%,  to  $6.6
     million in the three months ended March 31, 1998 compared to
     $5.4  million  in  the  prior  year's  first  quarter.  This
     increase  is  primarily  attributable  to  depreciation  and
     amortization expense associated with the  Masquerade Village
     and Tower.

           OTHER  INCOME AND EXPENSE.  Interest expense increased
     by  $1.2  million  to $6.1 million in the three months ended
     March 31, 1998 from $4.9 million in the same period in 1997.
     Interest  expense  was  reduced  by  $0.9  million  and $2.5
     million for the three month periods ended March 31, 1998 and
     1997, respectively, due to interest being capitalized on the
     Masquerade  Village expansion in 1997 and, in  1998  on  the
     $200  million  expansion project that commenced  in  October
     1997   (the  "Phase VI Expansion") that  will  include a new
     parking   structure,  a  state-of-the-art   convention/event
     facility, a new road that will provide additional access  to
     the  Las Vegas Strip, a new Palazzo Suite complex and  other
     improvements to the Rio.

                                  9

<PAGE>

           NET  INCOME.  Net  income  for  the three months ended
     March 31, 1998 was  $8.0  million, or $0.32 per common share
     on  a  diluted basis,  compared  to  a loss of $2.4 million,
     or  $.11 per common  share  on  a diluted basis in the three
     months ended March 31, 1997.   In the prior year period, the
     Company  incurred  $11.2 million ($7.1 million net of income
     tax)  associated  with the opening of the Masquerade Village
     and  Tower.   Adjusted  on  a  pro  forma  basis  for  these
     preopening expenses, net  income for  the three months ended
     March  31,  1997  would have been $4.7 million, or $0.22 per
     common share on a diluted basis.

IMPACT OF INFLATION

      Absent changes in competitive and economic conditions or in
specific prices affecting the industry, the Company believes that
the  hotel-casino industry may be able to maintain its  operating
profit  margins  in  periods of general inflation  by  increasing
minimum  wagering limits for its games and increasing the  prices
of  its  hotel rooms, food and beverage and other items,  and  by
taking  action designed to increase the number of  patrons.   The
industry may be able to maintain growth in gaming revenues by the
tendency  of customer gaming budgets to increase with  inflation.
Changes  in  specific  prices (such as  fuel  and  transportation
prices)  relative  to the general rate of inflation  may  have  a
material effect on the hotel-casino industry.

LIQUIDITY AND CAPITAL RESOURCES

      On  February  24, 1998, the Company's credit  line  with  a
consortium  of  banks  was amended and restated,  increasing  the
amount  available  from  $190.0 million  to  $275.0  million  and
reducing  the interest rate.  The amended and restated  agreement
provides  a  mechanism  whereby the amount  available  under  the
credit line may be increased by an additional $25.0 million.

      During  the  three  months  ended  March 31, 1998, net cash
provided by operating  activities  was  $10.6  million.  Net cash
used  in  investing  activities  during  the  three  months ended
March  31, 1998 was $27.7 million, including  approximately $16.7
million related to the Phase VI  Expansion, $2.1 million  in land
acquisitions  adjacent  to  the  Rio  and  $3.7 million  for  the
improvements   of  the  Rio  Secco  Golf  Club,   including   the
construction of the clubhouse and golf school which will open  in
the second quarter of 1998.

      Based  upon cash on hand, cash available through borrowings
under  the $275.0 million line of credit, $244.0 million of which
was  available  as  of  March 31, 1998,   and  cash  provided  by
operations,  the  Company  believes that  it  has  adequate  cash
available to fund real estate purchase commitments, the Phase  VI
Expansion  project,  ongoing maintenance  and  upgrades  and  the
Company's operations.

                                10
                                
<PAGE>

                   PART II.  OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

      Several  lawsuits  were  filed on September  18,  1997  and
October  15,  1997  against a number of entities,  including  the
Company,  which  have  been consolidated  by  the  Clark  County,
Nevada,  District Court (the "Nevada District Court")  under  the
designation,  "Seven  Hills  Golf Course  Litigation"  (Case  No.
A377455).  These lawsuits arose out of the Company's purchase  of
golf  course property currently known as the Rio Secco Golf Club,
which  the  Company purchased as an amenity for the customers  of
the  Rio  (the  "Rio  Customers").  Plaintiffs  allege  that  the
Company  violated  the  relevant CC&R's in  purchasing  the  golf
course  and  is required to open the course to non-Rio Customers.
Plaintiffs are claiming that their interests run with  the  land,
which  the  Company  denies.  On October 28,  1997,  the  Company
issued  a press release opening the golf course for play to  non-
Rio  Customers and, then, agreed to keep the course open to  non-
Rio  Customers pending final adjudication of the lawsuits  as  to
the  Company.   On  January 6, 1998, the  Nevada  District  Court
clarified  the case management order to provide for a trial  date
of  September 14, 1998, at which time the issues of local, public
or  private  access  to the golf course will be  decided  by  the
court, along with all equitable issues in the case.  Any and  all
damage issues would be reserved for a later hearing.  On March 9,
1998,  the Nevada District Court certified a class consisting  of
all  present and future record owners of residential lots  within
the  Seven  Hills Master-Planned Community with  respect  to  the
issue  of right of access.  On April 3, 1998, the Nevada District
Court denied motions for summary judgment filed by plaintiffs  in
the consolidated action on the issue of access to the golf course
and  denied  a motion for mandatory injunctive relief related  to
the  issues  of  fees  for play on the golf  course.   Management
believes  that the substantive allegations in the complaints  are
without  merit  and  that, aside from  its  own  legal  fees  and
potential  exposure  for  the legal fees of  certain  plaintiffs,
there  is no liability or exposure for money damages from any  of
the   claims   for  relief  brought  against  it.    Accordingly,
management  intends vigorously to defend the Company against  all
allegations.

ITEM 2.  CHANGES IN SECURITIES

       NONE

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

       NONE

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

       NONE

ITEM 5.  OTHER INFORMATION

       NONE

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

       (a)  EXHIBITS

       EXHIBIT NUMBER           DESCRIPTION
                  
          27.01             Financial Data Schedule
                                
       (b)  REPORT ON FORM 8-K

        The Company filed a Form 8-K dated February 24, 1998 with
the   Securities  and  Exchange  Commission  on  March  10,  1997
reporting   that   the   Company   amended   and   restated   its
revolving   credit   facility   with  the  Amended  and  Restated
Credit   Agreement    (the    "Amended    Bank    Loan")    among
Rio    Properties,     Inc.    ("Rio    Properties")    and   Rio

                               11
                                
<PAGE>

Leasing,  Inc.  ("Rio  Leasing"), both  Rio  Properties  and  Rio
Leasing are wholly owned subsidiaries of the Company, and Bank of
America NT&SA as Agent and the other financial institutions party
thereto.  The Amended Bank Loan amended and restated the Rio Bank
Loan  increasing  the funds available under the revolving  credit
facility  to  $275  million, providing a  mechanism  whereby  the
Company may borrow an additional $25 million above and beyond the
$275  million,  and extending the maturity date to  December  31,
2003.   The Amended Loan Agreement is collateralized by  a  first
deed of trust on the real property, equipment and improvements of
Rio  Leasing, Rio Properties and Rio Properties' subsidiaries and
is guaranteed by the Company.  The Amended Bank Loan is a secured
reducing revolving credit facility to be used for making  allowed
capital  expenditures, funding working capital needs, and  paying
for general corporate purposes.



                            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 thereunto duly authorized.





                                     RIO HOTEL & CASINO, INC.
                                ---------------------------------
                                           (Registrant)
                              
                              
                              
    May 13, 1998                 /s/ Ronald J. Radcliffe
----------------------          ---------------------------------
       (Date)                    RONALD J. RADCLIFFE
                                 Vice President, Treasurer and
                                 Chief Financial Officer
                                 (Duly Authorized Officer and
                                  Principal Financial Officer)

                                
                               12

<PAGE>

                          EXHIBIT INDEX

[CAPTION]
<TABLE>


<S>                 <C>                                   <C>
                                  
 EXHIBIT NUMBER             DESCRIPTION                   Page Number
                                                              
  27.01              Financial Data Schedule                   14


                               13

</TABLE>