SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   
                          
                                   FORM 10-QSB
                                   -----------


                QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                     For fiscal quarter ended April 30, 1997

                         Commission File Number: 0-24846

                          COLORADO CASINO RESORTS, INC.
             (Exact name of Registrant as specified in its Charter)
                                   
                                   
            Texas                                           84-1303693
(State or other jurisdiction of                           (IRS Employer
incorporation or organization)                         Identification No.)

                              304 South 8th Street
                                    Suite 201
                           Colorado Springs, CO 80905
                                 (719) 635-7047
          (Address, including zip code, and telephone number, including
             area code, of Registrant's principal executive offices)
                                   
                                   
      SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE EXCHANGE ACT:
                         Common Stock, $0.001 Par Value
                                (Title of Class)
                                   
--------------------------------------------------------------------------------
                                   
                                   
     Check 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:  36,447,464 shares of common
stock, $0.001 par value per share.

                                   
                      DOCUMENTS INCORPORATED BY REFERENCE:
                                      None.
<PAGE>
                                   
                                   

                  COLORADO CASINO RESORTS, INC. & SUBSIDIARIES
                                   
                                      INDEX



Part I.   Financial Information

  Item 1. Financial Statements

     Consolidated Balance Sheets - (unaudited) for April 30, 1997 ......... 3

     Consolidated  Statement of Operations - (unaudited)  
       for April 30, 1997 and April 30, 1996 .............................. 5

     Consolidated  Statements of Cash Flows - (unaudited) 
       for April 30, 1997 and April 30, 1996  ............................. 6

     Notes to Consolidated Financial Statements ........................... 7


  Item 2. Management's Discussion and Analysis of Financial
          Condition as well as Future Plans ............................... 8



Part II.  Other Information

  Item 1. Legal Proceedings .............................................. 12

  Item 2. Changes in Securities .......................................... 12

  Item 3. Defaults upon Senior Securities ................................ 12

  Item 4. Submission of Matters to a Vote of Security Holders ............ 12

  Item 5. Other Information .............................................. 12

  Item 6. Exhibits and Reports ........................................... 12



  Signatures ............................................................. 13
<PAGE>
<TABLE>
<CAPTION>
Colorado Casino Resorts, Inc.                                     
CONSOLIDATED BALANCE SHEETS (Unaudited)                           
                                                                  
                                            April 30,   October 31,
                                              1997         1996
                                              ----         ----
<S>                                        <C>          <C>  
CURRENT ASSETS                                                    
Cash & cash equivalents                    $2,217,960   $2,828,994
Advances to officers                              ---      379,617
Inventory                                     254,060      251,662
Other                                         560,108      553,992
                                              -------      -------
   TOTAL CURRENT ASSETS                     3,032,128    4,014,265
                                            ---------    ---------
                                                                  
REAL ESTATE HELD FOR FUTURE DEVELOPMENT     4,504,970    4,504,970
                                                                  
PROPERTY, PLANT & EQUIPMENT                                       
Land and improvements                       7,821,644    7,071,644
Building                                   23,522,924   23,085,250
Furniture, fixtures & equipment            13,206,691   12,832,717
Accumulated depreciation & amortization    (2,810,601)  (1,520,102)
                                           ----------   ---------- 
   TOTAL PROPERTY, PLANT & EQUIPMENT       41,740,658   41,469,509
                                           ----------   ----------
                                                                  
OTHER ASSETS                                  250,543      313,483
                                              -------      -------
                                                                  
   TOTAL ASSETS                            49,528,299   50,302,227
                                           ==========   ==========
</TABLE>




                     [This section intentionally left blank]





              The accompanying notes are an integral part of these
                       consolidated financial statements
<PAGE>

<TABLE>
<CAPTION>
Colorado Casino Resorts, Inc.                                     
CONSOLIDATED BALANCE SHEETS (Unaudited)                           
(CONTINUED)                                                  
                                                April 30,     October 31,
                                                  1997           1996
                                                  ----           ----
    LIABILITIES & STOCKHOLDER'S EQUITY                            
                                                                  
<S>                                          <C>             <C>  
CURRENT LIABILITIES
Accounts payable .........................   $  1,313,082    $    649,895
Accrued interest payable .................      1,496,844       1,142,000
Accrued other expenses ...................        656,648       1,253,026
Progressive jackpot liabilities ..........      2,081,987       1,995,388
Advances from officers ...................        134,053            --
Current portion, long-term debt ..........      6,337,140       6,015,931
Current portion, long-term debt, 
  related party ..........................           --         7,676,209
Current portion, capital lease obligations      1,535,656       1,535,656
                                             ------------    ------------
   TOTAL CURRENT LIABILITIES .............     13,555,410      20,268,105
                                             ------------    ------------

CONVERTIBLE DEBENTURES ...................        650,000       2,500,000
                                                  -------       ---------
CONVERTIBLE DEBENTURES, RELATED PARTY ....      5,358,364       5,199,739
                                             ------------    ------------

LONG-TERM DEBT ...........................     10,280,737       8,238,993
                                             ------------    ------------
LONG-TERM DEBT, RELATED PARTY ............      8,088,334         412,125
                                             ------------    ------------

OBLIGATION UNDER CAPITAL LEASE ...........      5,059,652       5,785,285
                                             ------------    ------------

   TOTAL LIABILITIES .....................     42,992,497      42,404,247
                                             ------------    ------------

STOCKHOLDERS' EQUITY
Preferred convertible stock, Series One,
$10 par value,  5,000,000 shares 
authorized, 250,000 issued and outstanding      2,500,000       2,500,000

Common stock, $0.001 par value,
100,000,000 shares authorized, 
36,447,464 and 34,537,711 issued and
outstanding, respectively.................         36,447          34,537

Paid-in capital ..........................     12,411,180      10,467,270
Retained earnings (accumulated deficit) ..     (8,411,825)     (5,103,827)
                                             ------------    ------------
   TOTAL STOCKHOLDERS' EQUITY ............      6,535,802       7,897,980
                                             ------------    ------------

   TOTAL LIABILITIES & STOCKHOLDERS' .....     49,528,299      50,302,227
     EQUITY ..............................     ==========      ==========
</TABLE>

 

                     [This section intentionally left blank]




              The accompanying notes are an integral part of these
                       consolidated financial statements
<PAGE>

<TABLE>
<CAPTION>
Colorado Casino Resorts, Inc.                                     
CONSOLIDATED STATEMENT OF OPERATIONS                              
(Unaudited)
                                                                  
                                         Six Months      Six Months
                                            Ended          Ended
                                           April 30,      April 30,
                                            1997           1996
                                            ----           ----
<S>                                    <C>             <C>  
OPERATING REVENUE
Casino .............................   $  7,872,728    $  2,711,722
Hotel & gift shop ..................        962,835            --
Restaurant & bars ..................        749,221         315,891
Other ..............................           --              --
                                       ------------    ------------
   TOTAL OPERATING REVENUE .........      9,584,784       3,027,613
                                       ------------    ------------

OPERATING EXPENSES
Casino .............................      3,799,218       1,161,547
Hotel & gift shop ..................        659,276            --
Restaurant & bars ..................      1,168,308         399,589
Marketing/General and administrative      3,358,573         862,963
Depreciation and amortization ......      1,290,535         237,222
                                       ------------    ------------
   TOTAL OPERATING EXPENSE .........     10,275,910       2,661,321
                                       ------------    ------------

INCOME (LOSS) FROM OPERATIONS ......       (691,126)        366,292
                                       ------------    ------------

NONOPERATING INCOME (EXPENSE)
Interest expense ...................      2,616,663         623,188
                                       ------------    ------------

LOSS BEFORE INCOME TAXES ...........     (3,307,789)       (256,896)
                                       ------------    ------------

INCOME TAXES .......................           --              --
                                       ------------    ------------
NET LOSS ...........................   $ (3,307,789)   $   (256,896)
                                       ============    ============

NET LOSS PER SHARE .................   $    (0.0932)   $    (0.0083)
                                       ============    ============

WEIGHTED AVERAGE NUMBER
      OF SHARES OUTSTANDING ........     35,492,588      31,023,572
                                       ============    ============
</TABLE>



                     [This section intentionally left blank]




              The accompanying notes are an integral part of these
                       consolidated financial statements
<PAGE>
<TABLE>
<CAPTION>
Colorado Casino Resorts, Inc.                                        
CONSOLIDATED STATEMENT OF CASHFLOWS                                  
(Unaudited)
                                                               
                                              Six Months       Six Months
                                                Ended            Ended
                                              April 30,        April 30,
                                                1997             1996
                                                ----             ----
<S>                                         <C>             <C>  
CASH FLOWS FROM OPERATING ACTIVITIES
Net Loss ................................   $ (3,307,961)   $   (256,896)
Noncash items
      Depreciation and amortization .....      1,290,535         237,222
      Amortization of debt issue costs ..        219,500         130,125
      Interest income added to 
        restricted cash  ................           --            (2,427)
      Interest converted to debt ........           --           186,313
(Increase) decrease in:
      Inventory .........................         (2,398)          3,159
      Other current assets ..............         (6,116)        (89,692)
      Other assets ......................       (156,560)        (35,746)
(Decrease) increase in:
      Accounts payable ..................        663,187         (27,552)
      Accrued other expenses ............       (154,935)        624,032
                                                --------         -------
        Net cash provided (used) by 
          operating activities...........     (1,454,748)        768,538
                                              ----------         -------

CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of land, building and equipment      (1,561,648)     (1,088,438)
Construction in process .................           --       (10,126,710)
Cash and investments, restricted ........           --        (5,092,811)
                                               ---------      ---------- 
        Net cash provided (used) by 
          investing activities...........     (1,561,648)    (16,307,959)
                                              ----------     ----------- 
                                       
CASH FLOWS FROM FINANCING ACTIVITIES
Advances from officers ..................        513,670            --
Repayments, note payable ................           --          (500,000)
Borrowings, convertible debentures, 
  of issue costs net ....................           --         4,050,000
Borrowings, long-term debt & capital 
  lease obligations .....................      2,617,345      12,325,000
Issuance of common stock ................           --         1,125,000
Issuance of preferred stock .............           --         3,150,000
Repayments, long-term debt & capital 
  lease obligations......................       (725,653)       (134,900)
                                                --------        -------- 
        Net cash provided (used) by 
          financing activities...........      2,405,362      20,015,100
                                               ---------      ----------
INCREASE (DECREASE) IN CASH AND 
EQUIVALENTS..............................       (611,034)      4,475,679
                                                --------       ---------
CASH AND EQUIVALENTS, BEGINNING .........      2,828,994       1,375,145
                                               ---------       ---------

CASH AND EQUIVALENTS, ENDING ............      2,217,960       5,850,824
                                               =========       =========
</TABLE>




                     [This section intentionally left blank]



              The accompanying notes are an integral part of these
                       consolidated financial statements

<PAGE>

                  COLORADO CASINO RESORTS, INC. & SUBSIDIARIES
                                   
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   
                                   
Note A:   Summary of Significant Accounting Policies
          ------------------------------------------

     The  Company's  accounting  policies are outlined in the audited  financial
statements  included  with the Company's  most recent 10KSB.  There have been no
changes in accounting principles or practices in the current fiscal year.

Note B:   Deposits, Purchase Options
          --------------------------

     The Company  has  exercised  its option to purchase  the parking lot behind
Creeker's for $750,000 in April 1997.

Note C:   Long Term Debt & Capital Lease Obligations
          ------------------------------------------

     During the six  months  ended  April 30,  1997,  the  Company  borrowed  an
aggregate of $2,617,345 and made repayments of $725,653.

     The maturity of related-party notes, with an aggregate total of $7,676,000,
was extended for a two-year period.

Note D:   Advances to/from Officers
          -------------------------

     During the six months ended April 30, 1997,  the officers  advanced a total
of $513,670 to the Company,  $379,617 of which was used to repay the outstanding
receivable  as of October 31, 1996 with the balance of $134,053  remaining  as a
payable to the officers at April 30, 1997.

Note E:   Stockholders' Equity
          --------------------

     The  Company  issued  1,780,992  shares  of  common  stock  on the  partial
conversion of $1,700,000 in convertible debentures.

     The Company has outstanding  stock options to directors to purchase 240,000
shares of common  stock at $1.00 per share  and  outstanding  stock  options  to
officers and key employees to purchase  817,500  shares of common stock at $2.00
per share.

Note F:   Income Taxes
          ------------

     The Company has an estimated deferred tax benefit of $1,200,000 for the six
months  ended  April  30,  1997  which has been  offset  in full by a  valuation
allowance due to the availability of a net operating loss carryforwards at April
30, 1997.


<PAGE>

                  COLORADO CASINO RESORTS, INC. & SUBSIDIARIES
                                   
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                    CONDITION AND PLANS FOR FUTURE OPERATIONS


OVERVIEW AND PLAN OF OPERATION

     Colorado  Casino  Resorts,  Inc.,  ("CCRI"  and/or the "Company") is in the
business of developing and operating casino and hotel resort properties. Through
its wholly owned  subsidiaries,  Creeker's Inc. and Double Eagle Resorts,  Inc.,
CCRI is the owner of Creeker's Casino ("Creeker's") and the Double Eagle Hotel &
Casino (the "Double Eagle"), both located in Cripple Creek, Colorado.

     During the quarter,  CCRI reported a significant increase in total revenues
compared to the same period one year ago, primarily as a result of six months of
operations  of the  Double  Eagle  Hotel &  Casino.  The  Company  reported  net
operating  revenues of $9,584,784,  an increase of $6,557,171,  or 217% from the
$3,027,613  reported  during  the same  period  in 1996.  Although  the  Company
recorded a loss from operations of $(691,126)  compared to an income of $366,292
in 1996,  EBITDA (earnings before interest taxes  depreciation and amortization)
totaled  $599,409,  slightly  lower than the $603,514  reported  during the same
period last year.

     The Company  reported a net loss of  $(3,307,789),  or $(0.0932) per share,
for the six months ended April 30, 1997 compared to a net loss of $(256,896), or
$(0.0083) per share,  reported last year. Although the Company's business is not
considered to be seasonal,  the highest levels of business  activity in Colorado
occur during the tourist season (i.e., from May through October). Its base level
(i.e.,  November  through  April May) is fairly is  normally  very  predictable,
constant  although  adverse weather  conditions  during this period could on the
weekends have a significant  impact on business.  During the first six months of
operations during fiscal 1997, snow and poor weather  conditions  contributed to
an overall  reduction  in gaming  revenues  in Cripple  Creek  which also had an
adverse effect on the Company's revenues.

Creeker's Casino

     Creeker's  revenues  were  slightly down during the first six months of the
fiscal year,  primarily due to the  disruptions  caused by the remodeling of the
casino during the first quarter.  Additional reduction in revenues resulted from
disruptions  due to  construction  activities  near the  entrance of the casino.
Creeker's is continuing to capture market share of the town's  revenues  through
aggressive marketing and promotion.


Double Eagle Hotel & Casino

     The Double  Eagle  continues  to garner the interest of visitors and gaming
patrons alike as it draws  attention as a unique property in the Colorado gaming
market.  The Double Eagle is the most  prominent  structure in Cripple Creek and
offers quality amenities found in signature properties in Las Vegas.

     During  the  second  quarter,   the  Company  hired  a  Vice  President  of
Operations/General  Manager,  as well as a  Director  of  Marketing.  Management
believes the addition of these  experienced  casino  executives  from the Nevada

<PAGE>

gaming  market will  significantly  improve the Double  Eagle's  operations  and
revenue generating  capability.  Furthermore,  the Company will continue to seek
and  employ  highly  qualified  personnel  in  key  management  positions  as it
continues to strive to enhance its image and operations.

     The Double  Eagle is committed  to a high growth  strategy by  continuously
improving  its  overall  image  and  effectiveness  through  new and  innovative
marketing  programs.  A large part of the  strategy  for the Double  Eagle is to
build the  customer  base through the use of the Winners  Circle slot club.  The
Double Eagle is also continuing its marketing to the surrounding five-state area
on the eastern  slope  (Kansas,  Nebraska,  Oklahoma,  Texas,  and New  Mexico).
Overnight  bus trips from Denver  continue to be a viable  market for the Double
Eagle.  Management  expects to expand  these types of  promotions  over the next
twelve  months to increase  mid-week  attendance.  Special day trip packages are
also being scheduled with groups while offering return- trip incentives.

     During the second quarter,  the Double Eagle became a corporate  sponsor of
the Pikes Peak  International  Raceway in  Colorado  Springs.  This  sponsorship
provides  the Company  exclusive  use of a sky box suite for all racing  events,
which will be used in its  marketing  and  promotion  efforts.  The Company will
continue its  commitment  of  providing a high level of customer  service to its
preferred patrons by extending them invitations to all special events.

     The Company is continuing on an aggressive  expansion  strategy  which will
make the Double Eagle the only  destination  resort in Cripple Creek.  The first
planned  project,  slated to commence  in  mid-September,  is the  addition of a
150-seat  meeting  and  conference  center  within  the  center  section  of the
building.  This facility,  which will include  state-of-the-art audio and visual
equipment  as well as bar and kitchen  facilities,  will be used to  accommodate
conferences and conventions.  In addition, the Company is currently planning the
addition of a amusement arcade to be introduced this summer.

     The Company continues to make significant capital investments in technology
in order to optimize the movement and management of  information  throughout the
Company's properties.  Extensive consideration is being placed on the design and
implementation of the communication infrastructure, data collection and analysis
processes and automation.  Management  believes these  improvements will further
enhance the decision  making  process and revenue  generating  capability of the
Company.


COMPANY REVENUE

     The Company reported net operating  revenues for the six months ended April
30, 1997 of  $9,584,784,  an increase of $6,557,171 or 217% from the  $3,027,613
reported during the same period in 1996.  Casino  revenues of $7,872,728,  which
constituted over 82% of total revenues, were up by $5,161,006, or 190%, compared
to the same six-month  period one year ago. Hotel and gift shop revenues totaled
$962,835 while restaurant and bar revenues amounted to $749,221,  an increase of
$433,330, or 137% from the $315,891 recorded during the same period in 1996.

     For  the  quarter  ended  April  30,  1997,  total  revenues   amounted  to
$5,196,963,  an increase of $809,142,  or 18%, compared to the previous quarter.
Casino   revenues   increased  by  $557,984  from   $3,657,372  to   $4,215,356,
representing  a 15%  increase.  Hotel and gift shop revenues  increased  36%, up
$147,023 from $407,906 while  restaurant and bar revenues  improved by over 32%,
up $105,565 to $426,678 during this quarter.


<PAGE>

Acquisitions

There were no acquisitions of any significance during this quarter.

Sale of Stock

     During the quarter, $1,700,000 of non-related party debenture principal was
converted into 1,780,992 shares of common stock.

Results of Operations

     For the  six  months  ended  April  30,  1997,  the  Company's  results  of
operations  included the  activities  of the  newly-opened  Double Eagle Hotel &
Casino and Creeker's Casino. The Company reported net operating revenues for the
six months ended April 30, 1997 of  $9,584,784,  with the new  operations of the
Double  Eagle  contributing  more  than  75% of  the  total  revenues.  Revenues
generated  during the second  quarter  improved by more than 18% compared to the
previous quarter, up $809,152 from $4,387,821.

     During the six months,  the Company increased  charges in labor,  marketing
and related general and  administrative  expenses  associated with the continued
enhancement of Double Eagle operations.  Total operating  expenses  increased by
286%,  up $7,614,589  to  $10,275,910  compared to the same period last year due
primarily  to  increased   direct  and  indirect  labor  and   depreciation  and
amortization  expenses related to the additional capital equipment purchased for
the  Double  Eagle.  Additional  cost of  marketing  and  promotion  costs  also
increased marketing/general & administrative expenses during the same period.

     Although the Company reported a loss from operations of $(691,126),  EBITDA
amounted to $599,409. Interest expense of $2,616,663 further reduced earnings to
a  second  quarter  net  loss  of  $(1,854,290)  and a six  month  net  loss  of
$(3,307,789).

     Restaurant  and bar revenues  improved by 137%,  up $433,330 to $749,221 in
the six months.  Food and beverage  costs and expenses rose by 192%, up $768,719
to $1,168,308, with restaurant and bar operations at the Double Eagle accounting
for 69% of the increase compared to the same period last year.

     General and  administrative  expenses  increased  219%,  up  $2,495,610  to
$3,358,573 for the six months.  Approximately $1,284,000, or 51% of the increase
was  directly  attributable  to the new  operations  at the Double  Eagle,  with
marketing and promotional  expenses of $758,526  constituting another 31% of the
total increase. The balance of the increase was associated with additional labor
and overhead costs at the Double Eagle and corporate offices.

     Depreciation  and  amortization  expense  increased  441%, up $1,053,313 to
$1,290,535  for the past six months,  with over 90% of the  increase  related to
capital equipment purchased for the Double Eagle. Interest expense increased by
$1,993,475,  or 320% from the same six-month period last year. This increase was
attributable to the additional debt incurred in connection with the Double Eagle
project.
<PAGE>
     The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally  accepted  accounting  principles for
interim  financial  information  and with the  instructions  to Form  10-QSB and
Article  10 of  Regulation  S-X.  Accordingly,  they do not  include  all of the
information and footnotes required by generally accepted  accounting  principles
for complete financial statements. In the opinion of management, all adjustments
(consisting  of normally  recurring  accruals)  considered  necessary for a fair
presentation have been included.

     Operating results for the quarter ending April 30, 1997 are not necessarily
indicative  of the results that may be expected for the year ending  October 31,
1997.  For  further  information,  refer  to  the  consolidated  statements  and
footnotes included in the Registrant's annual report on Form 10-KSB for the year
ending October 31, 1996. 



<PAGE>

                  COLORADO CASINO RESORTS, INC. & SUBSIDIARIES
                                
                                OTHER INFORMATION


PART II.  Other Information

Item 1. Legal Proceedings

          The Company is party to various  lawsuits  relating to routine matters
     incidental to its business. Management does not believe that the outcome of
     any such litigation,  in aggregate,  will have a material adverse effect on
     the Company.

Item 2. Changes in Securities - None.

Item 3. Defaults Upon Senior Securities - None.

Item 4. Submission of Matters to Vote of Security Holders - None.

Item 5. Other Information - None.

Item 6. Exhibits and Reports - None.


<PAGE>

                  COLORADO CASINO RESORTS, INC. & SUBSIDIARIES
                                   
                                   Signatures

     Pursuant to the  requirements  of Section 13 or 15(d) of the Securities Act
of 1934, as amended,  the registrant has duly caused this report to be signed on
its behalf by the undersigned,  thereunto duly authorized this 12th day of June,
1997.

                                        COLORADO CASINO RESORTS, INC.

June 12, 1997                      By:  /s/ Rudy S. Saenz
                                        ------------------------------
                                        Rudy S. Saenz
                                        President and Chief Executive Officer,
                                        Director (Principal Executive Officer)



June 12, 1997                           /s/ Farid E. Tannous
                                        ------------------------------
                                        Farid E. Tannous
                                        Treasurer and Chief Financial Officer
                                        (Principal Financial Officer)