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 January 31, 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:  34,666,472 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 
                    January 31, 1997 ....................................   3

               Consolidated Statement of Operations - (unaudited) for
                 January 31, 1997 and January 31, 1996 ..................   5

               Consolidated Statements of Cash Flows - (unaudited) for
                 January 31, 1997 and January 31, 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 .........................................  13

       Item 2. Changes in Securities .....................................  13

       Item 3. Defaults upon Senior Securities ...........................  13

       Item 4. Submission of Matters to a Vote of Security Holders........  13

       Item 5. Other Information .........................................  13

       Item 6. Exhibits and Reports ......................................  13



       Signatures ........................................................  14


                             
<PAGE>
<TABLE>
<CAPTION>

Colorado Casino Resorts, Inc.                                     
CONSOLIDATED BALANCE SHEETS (Unaudited)                           
                                                                  
                                            January 31   October 31,
                                              1997          1996
                                              ----          ----
<S>                                        <C>          <C>  
CURRENT ASSETS                                                    
Cash & cash equivalents                    $2,833,745   $2,828,994
Advances to officers                              ---      379,617
Inventory                                     187,513      251,662
Other                                           8,410      553,992
                                                -----      -------
   TOTAL CURRENT ASSETS                     3,029,668    4,014,265
                                            ---------    ---------
                                                                  
REAL ESTATE HELD FOR FUTURE DEVELOPMENT     4,504,970    4,504,970
                                                                  
PROPERTY, PLANT & EQUIPMENT                                       
Land and improvements                       7,071,644    7,071,644
Building                                   23,226,355   23,085,250
Furniture, fixtures & equipment            12,843,487   12,832,717
Accumulated depreciation & amortization    (2,169,706)  (1,520,102)
                                           ----------   ---------- 
                                                
   TOTAL PROPERTY, PLANT & EQUIPMENT       40,971,780   41,469,509
                                           ----------   ----------
                                                                  
OTHER ASSETS                                  476,430      313,483
                                              -------      -------
                                                                  
   TOTAL ASSETS                            48,982,848   50,302,227
                                           ==========   ==========
                                                                  
</TABLE>


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

Colorado Casino Resorts, Inc.                                     
CONSOLIDATED BALANCE SHEETS (Unaudited)                           
(CONTINUED)                                                  
                                           January 31,  October 31,
                                              1997         1996
<S>                                        <C>          <C>  
    LIABILITIES & STOCKHOLDER'S EQUITY                            
                                                                  
CURRENT LIABILITIES                                               
Accounts payable                              819,998      649,895
Accrued interest payable                    1,461,381    1,142,000
Accrued other expenses                        541,932    1,253,026
Progressive jackpot liabilities             2,059,969    1,995,388
Advances from officers                        105,384          ---
Current portion, long-term debt             5,830,459    6,015,931
Current portion, long-term debt, related      115,116    7,676,209
party
Current portion, capital lease obligations  1,433,703    1,535,656
                                            ---------    ---------
   TOTAL CURRENT LIABILITIES               12,367,942   20,268,105
                                           ----------   ----------
                                                                  
CONVERTIBLE DEBENTURES                      2,350,000    2,500,000
                                            ---------    ---------
CONVERTIBLE DEBENTURES, RELATED PARTY       5,279,051    5,199,739
                                            ---------    ---------
                                                                  
LONG-TERM DEBT                              8,045,096    8,238,993
                                            ---------    ---------
LONG-TERM DEBT, RELATED PARTY               7,976,999      412,125
                                            ---------      -------
                                                                  
OBLIGATION UNDER CAPITAL LEASE              6,519,150    5,785,285
                                            ---------    ---------
                                                                  
   TOTAL LIABILITIES                       42,538,238   42,404,247
                                           ----------   ----------
                                                                  
STOCKHOLDERS' EQUITY                                              
Preferred convertible stock, Series One,                          
$10 par value,                              2,500,000    2,500,000
   5,000,000 shares authorized, 250,000
issued and outstanding
                                                                  
Common stock, $0.001 par value,                                   
100,000,000 shares authorized,                 34,666       34,537
   34,666,472 and 34,537,711 issued and
outstanding, respectively
                                                                  
Paid-in capital                            10,467,270   10,467,270
Retained earnings (accumulated deficit)    (6,557,326)  (5,103,827)
                                           ----------   ---------- 
                                                   
   TOTAL STOCKHOLDERS' EQUITY               6,444,610    7,897,980
                                            ---------    ---------
                                                                  
   TOTAL LIABILITIES & STOCKHOLDERS'       48,982,848   50,302,227
       EQUITY                              ==========   ==========
</TABLE>


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

Colorado Casino Resorts, Inc.                                   
CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited)
                                                                
                                          Quarter       Quarter
                                           Ended         Ended
                                        January 31,   January 31,
                                            1997         1996
                                            ----         ----

<S>                                      <C>          <C>   
OPERATING REVENUE                                               
Casino                                   $3,657,372   $1,124,007
Hotel & gift shop                           407,906          ---
Restaurant & bars                           321,113      133,076
Other                                         1,430          ---
                                              -----             
   TOTAL OPERATING REVENUE                4,387,821    1,257,083
                                          ---------    ---------
                                                                
OPERATING EXPENSES                                              
Casino                                    1,563,850      456,912
Hotel & gift shop                           260,533          ---
Restaurant & bars                           604,613      174,743
Marketing/General and administrative      1,625,733      485,313
Depreciation and amortization               650,715      107,468
                                            -------      -------
   TOTAL OPERATING EXPENSE                4,705,444    1,224,436
                                          ---------    ---------
                                                                
INCOME (LOSS) FROM OPERATIONS             (317,623)       32,647
                                          --------        ------
                                                                
NONOPERATING INCOME (EXPENSE)                                   
Interest expense                          1,135,876      220,077
                                          ---------      -------
                                                                
LOSS BEFORE INCOME TAXES                (1,453,499)    (187,430)
                                        ----------     -------- 
                                                                
INCOME TAXES                                    ---          ---
                                                                
NET LOSS                                $(1,453,499)   $(187,430)
                                        ===========    ========= 
                                                                
NET LOSS PER SHARE                        $(0.0420)    $(0.0061)
                                          ========     ======== 
                                                                
WEIGHTED AVERAGE NUMBER                                         
      OF SHARES OUTSTANDING              34,581,000   30,845,000
                                         ==========   ==========

</TABLE>

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

Colorado Casino Resorts, Inc.                                       
CONSOLIDATED STATEMENT OF CASHFLOWS (Unaudited)
                                                               
                                            Quarter        Quarter
                                             Ended          Ended
                                          January 31,    January 31,
                                              1997           1996
<S>                                        <C>            <C>   
CASH FLOWS FROM OPERATING ACTIVITIES                                
Net Loss                                   $(1,453,499)    $(187,430)
                                                    
Noncash items                                                       
      Depreciation and amortization            650,715       107,468
      Amortization of debt issue costs         125,250         8,493
      Interest income added to restricted          ---       (1,130)
cash
      Interest added to debt                       ---        98,215
(Increase) decrease in:                                             
      Inventory                                 64,149           442
      Other current assets                     545,582      (21,880)
            Other assets                     (288,068)       (4,518)
(Decrease) increase in:                                             
      Accounts payable                         170,103      (33,116)
      Construction costs payable                   ---     2,460,232
      Interest payable                         319,381           ---
      Accrued other expenses                 (646,513)        98,610
                                             --------         ------
            Net cash provided (used) by      (512,900)     2,525,386
operating activities                         --------      ---------

                                                                    
CASH FLOWS FROM INVESTING ACTIVITIES                                
Purchase of land, building and equipment     (152,986)      (57,169)
Construction in process                            ---   (4,246,530)
Cash and investments, restricted                   ---   (5,250,000)
Advances to officers                           379,617           ---
                                               -------              
            Net cash provided (used) by        226,631   (9,553,699)
                                               -------   ---------- 
investing activities
                                                                    
CASH FLOWS FROM FINANCING ACTIVITIES                                
Advances from officers                         105,384           ---
Repayments, note payable                           ---     (500,000)
Borrowings, convertible debentures, net            ---     1,794,866
of issue costs
Borrowings, long-term debt                     185,636           ---
Borrowings, short-term, construction               ---     7,000,000
Repayments, long-term debt                         ---      (67,179)
Repayments, long-term debt, related party          ---       (5,201)
            Net cash provided (used) by        291,020     8,222,486
financing activities                           -------     ---------

                                                                    
INCREASE (DECREASE) IN CASH AND                  4,751     1,194,173
                                                 -----     ---------
EQUIVALENTS
CASH AND EQUIVALENTS, BEGINNING              2,828,994     1,375,145
                                             ---------     ---------
                                                                    
CASH AND EQUIVALENTS, ENDING                 2,833,745     2,569,318
                                             =========     =========
</TABLE>

   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.  All
prior  period  amounts  have been  restated to include the result of  Creeker's,
Inc.,  which was acquired in the first quarter of fiscal 1995.  The  acquisition
has been accounted for as a pooling-of-assets.

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

     The Company has an option to purchase the parking lot behind  Creeker's for
$750,000 through the expiration of the agreement in April 1997.

Note C:   Long Term Debt
-------   --------------

     During the quarter,  the Company  borrowed an aggregate of  $1,000,000  and
issued unsecured promissory notes bearing an interest rate of 18% due in January
1999.

     The maturity of related-party notes, with an aggregate total of $7,976,000,
was extended for a two-year period.

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

     During  the  quarter,  the  officers  advanced a total of  $755,000  to the
Company,  $379,617 of which was used to repay the  outstanding  receivable as of
October 31,  1996.  The  balance of  $375,383  was also used to repay a $270,000
advancement  during the  quarter,  with the balance of $105,383  remaining  as a
payable to the Company.

Note E:   Stockholders' Equity

     The Company issued 128,761 shares of common stock on the partial conversion
of $2,500,000 convertible debenture.

     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 $575,000  for the
fiscal quarter which has been offset in full by a valuation allowance due to the
availability of a net operating loss carryforwards at January 31, 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 one year ago,  primarily  as a result of the first full  quarter of
operations  of the  Double  Eagle  Hotel &  Casino.  The  Company  reported  net
operating  revenues of $4,387,821,  an increase of $3,130,738,  or 249% from the
$1,257,083  reported  during  the same  period  in 1996.  Although  the  Company
recorded a loss from  operations of $(317,623)  compared to an income of $32,647
in 1996,  EBITDA (earnings before interest taxes  depreciation and amortization)
totaled $333,092,  an increase of $192,977,  or 138% compared to the same period
last year.

     The Company reported a net loss of $(1,453,499) for the quarter compared to
a net loss of $(187,430)  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 September). Its
base level (i.e.,  November  through May) is fairly  constant  although  weather
conditions during this period could have a significant impact on business levels
in  Colorado.  During  the  first  quarter,  snow  and poor  weather  conditions
contributed to an overall  reduction in gaming revenues in Cripple Creek as well
as  Blackhawk/Central  City which also had an  adverse  effect on the  Company's
revenues.  However,  revenues  for the Double  Eagle were well  within  forecast
expectations.

     A  significant  portion of the expenses  incurred in the  operations of the
Company's  subsidiaries and corporate offices were related to the implementation
and improvement of computer systems, local and wide area networks and associated
software.  These  expenses  also  included  labor costs in  connection  with the
staffing  and  training  of  additional   accounting  and  information   systems
personnel.  The  management  of the  Company  believes  that by  making  capital
investments in information  technology  today it will be in a better position to
reap the benefits of improved operating efficiencies in the future.  Significant
improvements  in efficiency  are currently  being realized in the operations and
management of the Company's two properties  through technology and the reduction
in overhead. For example, all accounting and marketing functions take place from
a  centralized  office  located at the Double  Eagle while  utilizing a computer
network  with  voice and data  communications  to  connect  the  casinos  to the
corporate offices.

     The  introduction of the Double Eagle in the City of Cripple Creek produced
a  significant  initial  impact with the  addition  of gaming  devices and hotel
rooms.  Within the first 90 days of opening two casinos have ceased  operations,
reducing the number of gaming devices by  approximately  300 machines.  However,
with  aggressive  marketing  and  through  word-of-mouth,  the Double  Eagle has
realized an increasing demand from new and return patrons.

<PAGE>
Creeker's Casino

Creeker's  continues to produce consistent revenues for  the  Company.
During  the  first quarter, revenues were up slightly over  the  first
quarter  in 1996 in spite of almost six weeks of disruptions during  a
comprehensive remodeling in November and December.  During this  time,
at  least  half  of  the  slot machines were removed  from  the  floor
reducing  gaming  revenues.  However, as  a  result  of  the  remodel,
Creeker's  was  transformed into one of the  more  appealing  mid-size
gaming  properties  in  Cripple Creek.  New, high-quality  (Axminster)
carpet and tile was installed throughout the casino.  A lighter  shade
of  high  quality wall covering was also installed along with mirrored
ceiling  tiles, lighting fixtures and wall-size mirrors.   The  newer,
fresher  atmosphere  was well received by the  patrons  and  employees
alike.

Marketing.    After  carefully  analyzing  the  busing  program,   the
management decided to pool its marketing budget with the Double  Eagle
and  develop  a  strategy  to capture the high-dollar  gaming  patron,
primarily  through  the  use of database marketing  and  its  own  bus
programs   targeting   niche   market  groups.    Although   Creeker's
discontinued  full participation with Ramblin Express  bus  lines,  it
will  participate  in future limited bus promotions  on  an  as-needed
basis.   Also, by accepting all other casinos' bus coupons,  Creeker's
continues to attract a large percentage of patrons from the city's bus
traffic.

Creeker's is continuing to increase its market share in Cripple  Creek
by  providing  the  gaming  patron with a  higher  level  of  customer
service, along with a clean, safe, and attractive gaming environment.

New   Projects.   The  Company  has  begun  preliminary   design   and
feasibility studies on the Creeker's hotel and casino expansion.   The
new expansion would be located directly south of the existing building
and   would  include  approximately  50-60  hotel  rooms  and  240-260
additional  gaming  devices  and table games.   Parking  for  will  be
provided by a parking lot, slated for development at the Myers  Avenue
site located approximately 50 yards from Creeker's.

Accompanying  the hotel and casino expansion, the Company  anticipates
adding  the  same  level  of  information technology  improvements  to
Creeker's.  This improvement in infrastructure includes a new  digital
phone  system,  advanced point of sale systems,  and  local/wide  area
computer  networks  connected to the Double Eagle  and  the  Company's
corporate  location  via dedicated T-1 trunk lines.   Related  support
software  and  additional staffing requirements are  anticipated  with
this expansion.


Double Eagle Hotel & Casino

The  Double Eagle Hotel & Casino has become the anchor in the  Cripple
Creek  gaming market.  With its prominent presence and highly  visible
location, the Double Eagle is the first casino and hotel property  one
encounters at the entrance of Cripple Creek.  Being the largest single
structure in Teller county, this property has garnered the interest of
many  players and visitors alike.  The Double Eagle was designed  from
the ground up with every convenience and amenity in mind.  As the only
hotel and casino in its class in the Southern Colorado region, it  has
formed a loyal customer base with the up-scale gaming patron.

General Description.  Unlike existing gaming facilities in the Cripple
Creek  area,  which  offer  limited or  no  overnight  accommodations,
inconvenient  parking and few non-gaming amenities, the  Double  Eagle
features 158 hotel rooms and suites, a 400-space parking lot with free

<PAGE>

valet  parking  and  shuttle transportation, and a 45,000-square  foot
casino  offering  746  slot machines and five blackjack  tables.   The
facility also includes a 100-seat restaurant, Lombard's, two bars  and
a gift shop.

The Double Eagle Hotel & Casino was designed to be a modern, state-of-
the-art hotel and casino with the grandeur of Las Vegas in mind.  This
facility employs the latest in lodging and gaming network systems  for
reservations  and hotel guest check-in, player tracking,  inter-linked
voice  and  data  communications,  and  computerized  ventilation  and
environment controls.  The exterior of the building is designed to  be
reminiscent  of  the  historic structures which adorned  the  city  of
Cripple  Creek  during the pre-World War I era while the  interior  is
themed  to  present  the glamour and splendor of the  "Roaring  20's."
With  its  simulated  stained glass barrel  ceiling,  elegant  winding
staircases,  and colorful three-dimensional casino signs,  the  Double
Eagle  offers its guests a unique and unforgettable gaming experience.
Located  on  southwest corner of Bennett Avenue and 5th Street,  where
Route  67  and  Bennett  Avenue intersect, the Double  Eagle  provides
superior  access and visibility to motorists entering and exiting  the
City of Cripple Creek.

Lombard's Restaurant, located on the ground level of the Double Eagle,
has  established a name for itself as Cripple Creek's only fine dining
restaurant.  Featuring an extensive wine list, elegant ambiance, and a
selection  of dishes featuring choice cut meats, poultry  and  seafood
prepared by its gourmet chef, Lombard's offers the gaming patron an up-
scale  dinning  experience.  The restaurant also began  offering  room
service  to  hotel  guests during this quarter.  Catering  to  special
events, banquets and meetings, the restaurant has come to establish  a
viable income base for the Double Eagle.

Marketing.  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 Winners Circle, and use  of  a  player
tracking  system,  provides the Company with  an  important  tool  for
understanding  its customer base.  Information from  the  computerized
tracking  system  assists  management to  plan  and  direct  marketing
efforts  to its customers.  As members of the Winners Circle,  patrons
are  encouraged to insert their frequent player card into slot,  keno,
and  video poker machines while playing in the casino to earn  points.
Using  the  tracking  system  to  track wagering,  management  rewards
members of the Winners Circle based on their point totals with various
cash and gift prizes.

During  the first five months of operation, the management  of  Double
Eagle  has spent a considerable amount of time and effort to  increase
membership  in  the  Winners  Circle, which  now  consists  of  25,000
members.   The  Double  Eagle  has  successfully  used  a  variety  of
promotions,  including cash giveaways, cash coupons, and in-house  fun
books to attract and retain its gaming customers.

The  Double Eagle has also started marketing to the surrounding  five-
state  area  on the eastern slope (Kansas, Nebraska, Oklahoma,  Texas,
and New Mexico).  Overnight bus trips from Denver have also proven  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.

New  Projects.   The  Company has embarked on an aggressive  expansion
strategy  which, the management believes, will make the  Double  Eagle
the first four-star hotel in Cripple Creek.  The first project planned
for completion by this Labor Day is the addition of a 150-seat meeting
and  conference  center within the center section of the  building.  .
This facility will include state-of-the-art audio and visual equipment
as  well  as bar and kitchen facilities.  The Double Eagle has already
made  several reservations for its anticipated conference center, with
many requests coming daily.
<PAGE>

Also planned for 1997 is the development of the Myers Avenue property.
The  Company is presently working with the city of Cripple  Creek  and
appropriate  Federal  agencies  to enhance  the  property,  making  it
suitable  for  future casino and hotel development.   Plans  for  this
infrastructure  development is expected to commence as  early  as  the
third quarter of 1997.

The  Company  is  currently  conducting a feasibility  study  for  the
development  of a multi-level parking structure which will  include  a
health  club  facility  (including a spa, steam room,  exercise  room,
swimming pool, and restaurant).  This structure, slated for completion
in Summer '98, will be erected directly behind the Double Eagle.

Technology   Infrastructure.    Management   considers   the    timely
compilation and analysis of information to be essential to the  future
success  of  the Company.  In line with this belief, the  Company  has
made  a  significant  capital investment in  technology  in  order  to
optimize  the  movement and management of information  throughout  the
Company's properties.  From a digital phone system, to local/wide area
networks   linked   to   an   IBM  AS/400  mini-mainframe,   extensive
consideration has been placed in the design and implementation of  the
communication infrastructure.  Data collection and analysis  processes
and  procedures  have been developed, and continue to be  refined,  in
effort  to achieve a highly automated system of information management
to  further enhance the decision making process and revenue generating
capability of the Company.


COMPANY REVENUE

Casino revenues for the quarter were up significantly compared to  the
same  period  twelve months ago.  Operating revenues for  the  quarter
ending  January  31, 1997 totaled $4,387,821 compared to  revenues  of
$1,257,083  for the same period in 1995, representing an  increase  of
over  249%.   The Company attributes the increase in revenues  to  the
addition  of  the  Double Eagle, as well as a  continued  increase  in
Creeker's revenues.

Operating  expenses  for  this quarter also rose  from  $1,224,436  to
$4,705,444  representing  a 284% increase from  one  year  ago.   This
increase  in  expenses is primarily due to the additional labor  costs
associated  with  Double Eagle operations, as  well  as  increases  in
marketing and related general and administrative expenses.  Additional
expenses  were  also incurred with increase in cost of goods  sold  at
Lombard's Restaurant (which now offers room service to hotel  guests),
as  well as an initial increase in labor and training costs associated
with bringing the valet service in house.  These immediate changes are
expected  to  improve the future revenue generating  capacity  of  the
Double Eagle.

Acquisitions

There were no acquisitions of any significance during this quarter.

Sale of Stock

During  the quarter, $150,000 of non-related party debenture principal
was converted into 128,761 shares of common stock.
<PAGE>

Results of Operations

For  the  three  months ending January 31, 1997, the Company  reported
revenues  from casino operations of $3,657,372 compared to  $1,124,007
for  the  same period from one year ago, representing a 225% increase.
During  this  period  the  Company had  increased  charges  in  labor,
marketing  and related general and administrative expenses  associated
with  staffing of the Double Eagle.  Furthermore, during this quarter,
Creeker's  had  undergone  remodeling which required  the  closure  of
sections  of  the  casino for approximately six  weeks.   Taking  into
account  these  two factors, the Company incurred a  net  consolidated
loss from operations of $(317,623) compared to a profit of $32,647  in
1996.   Interest expense amount to $1,135,876 ($745,000 of  which  was
related  to  construction financing for the Double Eagle  project  and
$390,876 associated with capital leases) further reduced earnings to a
quarter net loss of $(1,453,499).

Total   operating  expenses  increased  by  283%,  up  $3,461,008   to
$4,705,444  for the quarter due primarily to increased labor  expenses
and  depreciation  and  amortization related  to  the  acquisition  of
capital   equipment.   Additional  cost  of  labor  and  merchandising
material  used during the same period also accounted for the  increase
in expenses.

Restaurant and bar revenues improved by 141%, up $181,037 to  $321,113
in  the  first quarter.  Food and beverage costs and expenses rose  by
246%,  up $429,870 to $604,613, with restaurant and bar operations  at
the Double Eagle accounting for 90% of the increase.

General  and administrative expenses increased 235%, up $1,140,420  to
$1,625,733  for this quarter.  Approximately $865,881, or 75%  of  the
increase,  was  directly attributable to the  new  operations  at  the
Double  Eagle.   Marketing  and promotional expenses  of  $250,000  at
Creeker's  constituted  another 22% of the total  increase,  with  the
balance  attributable  to increases in payroll  and  certain  overhead
costs at the corporate offices.

Depreciation expense increased 505%, up $543,247 to $650,715  for  the
quarter,  with 97% of the increase, approximately $527,000,  primarily
due  to  capital spending associated with the Double Eagle.   Interest
expense  increased  by $915,800, or 416% from the  same  quarter  last
year.   This increase was attributable to the additional debt  related
to Double Eagle construction financing and equipment leasing.

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 January  31,  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 13th day of March,
1997.


        COLORADO CASINO RESORTS, INC.


March 13, 1997                          By:        /s/ Rudy S. Saenz       
                                                  --------------------   
                                        Rudy S. Saenz
                                        President and Chief Executive Officer,
                                        Director (Principal Executive Officer)




March 13, 1997                                     /s/ Farid E. Tannous    
                                                  -----------------------   
                                        Farid E. Tannous
                                        Treasurer and Chief Financial Officer
                                        (Principal Financial Officer)