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                                          14

       Item 2. Changes in Securities                                      14

       Item 3. Defaults upon Senior Securities                            14

       Item 4. Submission of Matters to a Vote of Security Holders        14

       Item 5. Other Information.                                         14

       Item 6. Exhibits and Reports                                       14



       Signatures                                                         15
<PAGE>


<TABLE>
<CAPTION>

Colorado Casino Resorts, Inc.                                     
CONSOLIDATED BALANCE SHEETS (Unaudited)                           
                                                                  
                                            January       October
                                              31,           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       October
                                              31,           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 due to  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  compared  to  $140,115, 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.   However,
results  for the first quarter of the Company's new flagship property,
the  Double Eagle, were within projections for the first quarter.  The
first  quarter is traditionally the slowest quarter for  the  Company,
due  to  reduced  traffic during the winter months.  Furthermore,  the
occurrence  snow and poor weather on a higher number of  weekend  days
during  the  quarter  contributed to an overall  reduction  in  gaming
revenues in Cripple Creek as well as Blackhawk/Central City.

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

A  significant  portion  of  the expenses in  the  operations  of  the
Company's  operating subsidiaries and corporate offices are associated
with  the  implementation of computer systems, networks and associated
software.   These expenses also include the staffing and  training  of
skilled accounting and computer professionals.  The management of  the
Company   believes  in  making  capital  investments  in   information
technology  today  to  further improve operating efficiencies  in  the
future.  These operating efficiencies 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  management  of  the Company believes that public  perception  and
image  are paramount in the gaming industry and therefore have made  a
commitment to providing the best gaming experience for its patrons  by
implementing  continuous  training programs in  customer  service  and
relations.


<PAGE>

Creeker's Casino

Creeker's  continues to be a strong revenue producer for the  Company,
as  it  has  been  in  the past. During the first  quarter,  Creeker's
revenues  were  up slightly over the first quarter in  1996,  this  in
spite  of almost 6 weeks of disruptions to casino operations during  a
complete  remodel during the months of November and December.   During
the  remodel,  at least half of the slot machines were off  the  floor
during  the  six-week period, due the construction in  progress.   The
increase in revenues at Creeker's during this slowest quarter with the
remodel  as  well  as  the  addition to  the  Double  Eagle  as  prime
competition  is encouraging for the future of Creeker's planned  hotel
expansion.

As  a  result of the extensive remodel, Creeker's was transformed into
one of the most appealing mid-size gaming properties in Cripple Creek.
New,  high-quality  carpet  (Axminster) was installed  throughout  the
gaming  areas, along with new tile on the floor in the pizza  and  bar
areas.   A  lighter  shade  of high quality  wall  covering  was  also
installed,  along with mirrored ceiling tiles.  The  interior  of  the
building was repainted and new lights and mirrors were installed.  The
resulting product was well received with a renewed enthusiasm from the
gaming customer as well as a renewed sense of pride from the employees
at Creeker's.

Marketing
---------

During  the  quarter,  Creeker's  discontinued  its  association  with
Ramblin  Express  bus  lines.  After carefully  analyzing  the  busing
program,  the  management of Creeker's decided to pool  its  marketing
budget  with  the Double Eagle and develop a strategy to  capture  the
higher  dollar gaming patron, primarily through the use  of  its  data
base marketing and niche bus groups.  However, Creeker's will continue
to  participate in limited bus promotions with Ramblin Express in  the
future on an as-needed basis.

Creeker's continues to attract a nominal percentage of the neighboring
bus  traffic  by accepting all casino bus coupons.  By  providing  the
gaming  patron with a higher level of customer service, along  with  a
clean, safe, and beautiful gaming environment, Creeker's is continuing
to increase its market share in Cripple Creek.

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 facility, and  would  include
approximately  50  rooms  and  240 gaming  devices  and  table  games.
Parking for this facility will be provided by the planned parking  lot
development of the Myers Avenue one acre site located approximately 50
yards from Creeker's.

Along   with  the  development  of  the  Creeker's  Hotel  and  Casino
expansion,   the  Company  anticipates  adding  the  same   level   of
information  technology upgrades to Creeker's.  This  includes  a  new
digital  phone system, the Micros point of sale systems, all networked
to  the  Double  Eagle  and  the Company's corporate  location  via  a
dedicated  T-1  trunck line.  The associated PC networks  and  support
software upgrades would also be included in the upgrade.  The  Company
anticipates   additional  staffing  requirements  with   the   planned
expansion.
<PAGE>

Double Eagle Hotel & Casino

The  Double Eagle Hotel & Casino has become the anchor in the  Cripple
Creek  gaming  market.  With the most visible location  as  the  first
casino and hotel property at the entrance of Cripple Creek, and  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 with nearly every convenience and amenity in mind.
From  the moment the guest drives into the covered port-o-couche, they
realize  they are in a special environment.  The Double Eagle  is  the
only  luxury  hotel  and casino in its class in the Southern  Colorado
market, and has found a niche with the high-end gaming customer.

General description
-------------------

Located  on the southwestern corner of Bennett Avenue and 5th  Street,
where  Route  67  and Bennett Avenue come together, the  Double  Eagle
provides superior access and visibility to all motorist and pedestrian
traffic  entering  and exiting Cripple Creek.   The  exterior  of  the
building  is  designed  to be reminiscent of the  historic  structures
which adorned the streets of Cripple Creek during the pre-World War  I
era.   The  interior of the Double Eagle is themed to the  hospitality
and  glamour  of the "roaring 20's".  With its breathtaking  simulated
stained  glass  barrel ceiling, complete with two  five-foot  diameter
gold-leaf  renditions  of a 1927 Double Eagle  coin,  elegant  winding
staircases,  and  large, three-dimensional, progressive  slot  machine
signs  throughout, the Double Eagle offers its guests an unforgettable
gaming  experience.  As an added convenience to its guests, the Double
Eagle  offers  free  valet  parking from its  port-o-couche  and  free
shuttle  bus  service to and from the hotel/casino, Creeker's  Casino,
and its own 6-acre parking lot.

The  hotel rooms are designed with elegance in mind, featuring  suites
with  hot tubs, fireplaces, and big screen televisions.  Room service,
an  up-scale  restaurant, two entertainment bars, a gift shop,  and  a
full  service  staff  will ensure the needs of the  guest  are  always
serviced.

Lombard's Restaurant, located on the ground level of the Double Eagle,
is  continuing its tradition of being Cripple Creek's only fine dining
restaurant.  Lombard's feature a variety of choice cuts of steaks  and
chops,  as  well  as  fresh poultry and seafood,  complimented  by  an
extensive list of fine wines.  The gaming customer at the Double Eagle
has come to expect this level of culinary excellence, which is a large
part  of the Company's strategy to attract and retain the high  dollar
gaming  customer.  The Double Eagle started room service  during  this
latest  quarter,  with  the  response being  very  positive.   Special
events, banquets, and meetings are also providing a strong income base
for the hotel and restaurant operations.

Marketing
---------

Being the largest casino and hotel in the Southern Colorado market has
its  advantages when providing the most complete gaming experience for
the  gaming  customer.  A large part of the strategy  for  the  Double
Eagle is to build up the customer base through the use of the Winner's
Circle  players  club.   The Winner's Circle club  card  is  a  player
tracking  card that enables the customer to get a 1% rebate  on  their
total coin in played, which is the most generous redemption in Cripple
Creek.   As a member of the Winner's Circle, the gaming customer  also
gets  discounts on food, drinks, and merchandise.  Depending  on  what
their   player  rating  is,  the  gaming  customer  can  also  receive
complementary rooms, meals, merchandise, and drinks.


<PAGE>

During the first 5 months of operation, the management of Double Eagle
has  spent  a  considerable amount of time and  effort  to  build  the
Winner's  Circle  club, which is now at 25,000  members.   The  Double
Eagle   has  used  a  variety  of  promotions,  from  cash  giveaways,
individualized cash coupons, in-house fun books, and a variety of cash
and discount items to attract and retain high end gaming customers.

The  Double  Eagle  has also begun marketing to the surrounding  five-
state  area  on  the  eastern slope of the  Rocky  Mountains  (Kansas,
Nebraska, Oklahoma, Texas, and New Mexico).  Of these states, only New
Mexico  has  Indian gaming, and none to the quality and level  of  the
Double Eagle.  Overnight bus trips from Denver have also proven to  be
a  viable market for the Double Eagle.  On several occasions,  special
overnight  bus trips that provide for package deals have been  offered
to  the  Denver  market  (2  hours  away),  have  proven  to  be  very
successful.   These types of overnight packages will be expanded  over
the  next  12  months  to  fill in the mid  week  traffic  during  the
traditionally  slower winter months.  Special charter  day  trips  are
being  scheduled,  with  the  groups receiving  a  casino  rating  for
discounts on future trips.

The  Double Eagle is committed to high growth strategy by continuously
improving  its  overall image and effectiveness through new  marketing
programs.   In  order  to  facilitate this  aggressive  strategy,  the
Company  has recently hired a new Director of Marketing from  a  major
casino property in Nevada.

New projects
------------

In order to make the Double Eagle Hotel & Casino the best in the state
of  Colorado,  the  Company  has embarked  on  a  capital  development
strategy  that will make the Double Eagle the first and  only  4  star
hotel  in  Cripple Creek.  The first project that is planned  for  the
Double  Eagle  is  the addition of a 150 seat meeting  and  conference
center  (within the existing structure), due for completion  by  Labor
Day,  1997. The Double Eagle has already booked several fall meetings,
and  has  numerous requests for fall and winter dates as  well.   This
facility  will also include additional kitchen facilities for banquets
and  dinners,  as well as state of the art audio and visual  amenities
for the meetings.

Also  planned  for 1997 is the development of 4th and Myers  property,
from  wetland  ground, to prime parking and future  casino  and  hotel
development property.  The Company is presently working with the  city
of  Cripple Creek, as well the associated federal agencies, and  plans
for  infrastructure development to begin as soon as the third  quarter
of 1997.

The Company is also conducting a feasibility study for the development
of  a  multi-level parking structure and health club facilities (which
would include a spa, steam room, exercise facility, swimming pool, and
possible additional restaurant space).  The Company believes that  the
continued growth in the Colorado gaming market will also increase  the
demand for a high end product of this type.

The  Double  Eagle is designed to be a modern, state-of-the-art  hotel
and  casino  featuring  159  hotel rooms and  suites,  over  750  slot
machines,  and 5 table games spanning a 45,000 square foot  casino  on
two  levels.  This facility employs the latest in lodging  and  gaming
network  systems  for  reservations and player tracking,  inter-linked
voice  and  data  communications,  and  computerized  ventilation  and
environment controls.



Technology Infrastructure
-------------------------
<PAGE>

The   Company  considers  the  timely  compilation  and  analysis   of
information  to be key to the future success of both the Double  Eagle
and  Creeker's.   In order to achieve this goal, every  facet  of  the
business has been computerized at the Double Eagle.  From the  digital
phone  network,  to the three PC networks linked to  an  AS/400  mini-
mainframe  at the heart of the system, every detail has been  designed
into  making  this  property  the most information  efficient  in  the
Colorado   gaming   industry.   Information  transfer   and   analysis
procedures  have been (or are being) designed to totally automate  the
process  of  information flow.  Initial investment in  this  level  of
technology  infrastructure  is expected  to  produce  efficiencies  in
operations and increase in revenue production capability.  The Company
is  presently on the leading edge of applying information and computer
technology to the gaming industry, and is committed to remain in  that
position in the foreseeable future.

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 is primarily due to the additional  payroll
associated  with  the  staffing  for the  Double  Eagle,  as  well  as
increases   in   marketing  and  related  general  and  administrative
expenses.

Additional  operating expenses associated with additional services  of
Lombard's  Grill,  a  full  service restaurant,  valet  service,  room
service,  bell  service,  etc.  at Double  Eagle  contributed  to  the
additional  operating expenses.  There were also  additional  expenses
attributed  to  training  the staff to use  the  latest  software  and
hardware in the hotel and accounting departments.

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.

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. During this quarter  the  Company
also  incurred significant lost revenues due to approximately 6  weeks
of  construction associated with the remodeling of Creeker's.   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 in the amount  of  $1,135,876
($745,000  of which was associated with the construction financing  of
the  Double  Eagle project, $390,876 associated with  capital  leases)
further reduced the net figure to a quarter loss of ($1,453,499).
<PAGE>

Operating   expenses  increased  by  over  284%  from  $1,224,436   to
$4,705,444  for the quarter due primarily to increased labor  expenses
and  depreciation and amortization expenses related to the acquisition
of   additional  capital  equipment.   This  increase  accounted   for
additional  cost of labor and merchandising material used  during  the
same period.

Expenses  for  food,  beverage  and other  also  increased  317%  from
$174,743  to $729,019, reflecting a substantial increase in operations
costs  associated with the Double Eagle Hotel & Casino.  A large  part
of  this  increase coincides with the operations of two  full  service
bars,  the  Double  Eagle Hotel, as well as the  world  class  cuisine
offered by Lombard's Restaurant at the Double Eagle.

General and Administrative (G&A) and marketing expenses rose 235% from
$485,313 to $1,625,733 during the quarter.  All of the increase in G&A
expenses are associated with the additional costs associated with  the
Double Eagle.

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)