===============================================================================

                       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 July 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:  38,282,715  shares of common
stock, $0.001 par value per share.


                      DOCUMENTS INCORPORATED BY REFERENCE:
                                      None.

<PAGE>

                  COLORADO CASINO RESORTS, INC. & SUBSIDIARIES
<TABLE>
<CAPTION>

                                      INDEX

<S>           <C>                                                                         <C>
Part I.       Financial Information

              Item 1.      Financial Statements

                           Consolidated Balance Sheets - (unaudited) for July 31, 1997.... 3

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

                           Consolidated Statements of Cash Flows - (unaudited) for
                               July 31, 1997 and July 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.............................................. 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
</TABLE>

                                      -2-



<PAGE>
Colorado Casino Resorts, Inc.
<TABLE>
<CAPTION>
CONSOLIDATED BALANCE SHEETS (Unaudited)

                                                        July 31,       October 31,
                                                          1997            1996
                                                      ------------    ------------
<S>                                                  <C>             <C>         
CURRENT ASSETS
Cash & cash equivalents ..........................   $  3,011,159    $  2,828,994
Advances to officers .............................           --           379,617
Inventory ........................................        192,414         251,662
Other ............................................        229,575         553,992
                                                     ------------    ------------
   TOTAL CURRENT ASSETS ..........................      3,433,148       4,014,265
                                                     ------------    ------------

REAL ESTATE HELD FOR FUTURE DEVELOPMENT ..........      4,504,970       4,504,970

PROPERTY, PLANT & EQUIPMENT
Land .............................................      7,821,644       7,071,644
Building and improvements ........................     23,595,910      23,085,250
Furniture, fixtures & equipment ..................     13,181,095      12,832,717
Accumulated depreciation & amortization ..........     (3,516,758)     (1,520,102)
                                                     ------------    ------------
   TOTAL PROPERTY, PLANT & EQUIPMENT .............     41,081,891      41,469,509
                                                     ------------    ------------

OTHER ASSETS .....................................        446,949         313,483
                                                     ------------    ------------

   TOTAL ASSETS ..................................     49,466,958      50,302,227
                                                     ============    ============
</TABLE>

                     [THIS SECTION INTENTIONALLY LEFT BLANK]




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

                                      -3-
<PAGE>



Colorado Casino Resorts, Inc.
<TABLE>
<CAPTION>
CONSOLIDATED BALANCE SHEETS (Unaudited)
(CONTINUED)
                                                                          July 31,      October 31,
                                                                            1997            1996
                                                                      ------------    ------------
                     LIABILITIES & STOCKHOLDER'S EQUITY


<S>                                                                   <C>             <C>         
CURRENT LIABILITIES
Accounts payable .................................................... $    398,965    $    649,895
Accrued interest payable ............................................    1,482,014       1,142,000
Accrued other expenses ..............................................      936,753       1,253,026
Progressive jackpot liabilities .....................................    2,025,210       1,995,388
Advances from officers ..............................................        4,074            --
Current portion, long-term debt .....................................    6,501,303       6,015,931
Current portion, long-term debt, related party ......................    1,649,748       7,676,209
Current portion, capital lease obligations ..........................    2,580,123       1,535,656
                                                                      ------------    ------------
   TOTAL CURRENT LIABILITIES ........................................   15,578,190      20,268,105
                                                                      ------------    ------------

CONVERTIBLE DEBENTURES ..............................................      250,000       2,500,000
                                                                      ------------    ------------
 CONVERTIBLE DEBENTURES, RELATED PARTY ..............................    5,358,364       5,199,739
                                                                      ------------    ------------

LONG-TERM DEBT ......................................................   11,230,265       8,238,993
                                                                      ------------    ------------
LONG-TERM DEBT, RELATED PARTY .......................................    6,438,585         412,125
                                                                      ------------    ------------

OBLIGATION UNDER CAPITAL LEASE ......................................    4,343,222       5,785,285
                                                                      ------------    ------------

   TOTAL LIABILITIES ................................................   43,198,626      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

Common stock, $0.001 par value, 100,000,000 shares authorized,
   38,282,715 and 34,537,711 issued and outstanding, respectively ...       38,282          34,537

Paid-in capital .....................................................   15,011,180      10,467,270
Retained earnings (accumulated deficit) .............................   (8,781,130)     (5,103,827)
                                                                      ------------    ------------
   TOTAL STOCKHOLDERS' EQUITY .......................................    6,268,332       7,897,980
                                                                      ------------    ------------

   TOTAL LIABILITIES & STOCKHOLDERS' EQUITY .........................   49,466,958      50,302,227
                                                                      ============    ============
</TABLE>

                     [THIS SECTION INTENTIONALLY LEFT BLANK]




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

                                      -4-
<PAGE>
Colorado Casino Resorts, Inc.
<TABLE>
<CAPTION>
CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited)
                                           Nine Months        Quarter      Nine Months       Quarter
                                             Ended             Ended          Ended           Ended
                                            July 31,          July 31,       July 31,        July 31,
                                              1997              1997           1996            1996
                                            ----------       ---------      ----------      ----------

<S>                                         <C>              <C>             <C>             <C>      
OPERATING REVENUE
   Casino .............................     13,785,817       5,913,089       4,724,411       2,012,689
   Hotel ..............................      1,784,651         821,816            --              --
   Food, beverage & gift shop, other ..      1,370,870         621,649         533,739         217,848
                                          ------------    ------------    ------------    ------------
      TOTAL OPERATING REVENUE .........     16,941,338       7,356,554       5,258,150       2,230,537
                                          ------------    ------------    ------------    ------------

OPERATING EXPENSES
   Casino .............................      6,237,799       2,438,581       2,197,458       1,035,911
   Hotel ..............................      1,024,888         365,612            --              --
   Food, beverage & gift shop .........      2,075,647         907,339         772,141         372,552
   Marketing/General and administrative      5,340,735       1,982,162       1,661,916         798,953
   Depreciation and amortization ......      2,071,787         781,252         412,506         175,284
                                          ------------    ------------    ------------    ------------
      TOTAL OPERATING EXPENSE .........     16,750,856       6,474,946       5,044,021       2,382,700
                                          ------------    ------------    ------------    ------------

 INCOME (LOSS) FROM OPERATIONS ........        190,482         881,608         214,129        (152,163)
                                          ------------    ------------    ------------    ------------

NONOPERATING INCOME (EXPENSE)
   Interest expense ...................      3,867,576       1,250,913       1,194,799         571,611
                                          ------------    ------------    ------------    ------------

INCOME (LOSS) BEFORE INCOME TAXES .....     (3,677,094)       (369,305)       (980,670)       (723,774)
                                          ------------    ------------    ------------    ------------

INCOME TAXES ..........................           --              --              --              --
                                          ------------    ------------    ------------    ------------

NET LOSS ..............................   $ (3,677,094)   $   (369,305)   $   (980,670)   $   (723,774)
                                          ============    ============    ============    ============

NET LOSS PER SHARE ....................   $    (0.1003)   $    (0.0101)   $    (0.0291)   $    (0.0215)
                                          ============    ============    ============    ============

WEIGHTED AVERAGE NUMBER
       OF SHARES OUTSTANDING ..........     36,668,319      36,668,319      33,710,886      33,710,886
                                          ------------    ------------    ------------    ------------
</TABLE>





                     [THIS SECTION INTENTIONALLY LEFT BLANK]




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

                                      -5-
<PAGE>
Colorado Casino Resorts, Inc.
<TABLE>
<CAPTION>
CONSOLIDATED STATEMENT OF CASHFLOWS (Unaudited)

                                                              Nine Months Ended  Nine Months Ended
                                                                   July 31,           July 31,
                                                                     1997               1996
                                                              ----------------   -----------------

<S>                                                            <C>             <C>          
CASH FLOWS FROM OPERATING ACTIVITIES
Net Loss ...................................................   $ (3,677,094)   $   (980,670)
Noncash items
      Depreciation and amortization ........................      2,071,787         412,506
      Amortization of debt issue costs .....................        369,500         422,817
      Interest converted to debt ...........................           --           299,161
(Increase) decrease in:
      Inventory ............................................         59,248          (2,964)
      Other current assets .................................        324,417        (176,395)
      Other assets .........................................       (578,097)        (17,358)
(Decrease) increase in:
      Accounts payable .....................................       (250,930)        795,565
      Interest payable .....................................        340,014            --
      Accrued other expenses ...............................       (286,451)        929,316
                                                               ------------    ------------
            Net cash provided (used) by operating activities     (1,627,606)      1,681,978
                                                               ------------    ------------

CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of land, building and equipment ...................     (1,609,038)    (20,688,520)
Construction in process ....................................           --          (623,325)
Cash and investments, restricted ...........................           --          (200,000)
                                                               ------------    ------------
            Net cash provided (used) by investing activities     (1,609,038)    (21,511,845)
                                                               ------------    ------------

CASH FLOWS FROM FINANCING ACTIVITIES
Advances from officers .....................................        383,691            --
Borrowings, convertible debentures, net of issue costs .....           --         4,044,866
Borrowings, long-term debt & capital lease obligations .....      3,432,714            --
Borrowings, short-term debt ................................           --        13,325,000
Repayments, long-term debt & capital lease obligations .....       (397,596)        (44,688)
Repayments, short-term debt ................................           --        (1,500,000)
Issuance of common stock ...................................           --         1,125,000
Issuance of preferred stock ................................           --         3,150,000
                                                               ------------    ------------
            Net cash provided (used) by financing activities      3,418,809      20,100,178
                                                               ------------    ------------

INCREASE (DECREASE) IN CASH AND EQUIVALENTS ................        182,165         270,311
                                                               ------------    ------------
CASH AND EQUIVALENTS, BEGINNING ............................      2,828,994       1,375,145
                                                               ------------    ------------

CASH AND EQUIVALENTS, ENDING ...............................      3,011,159       1,645,456
                                                               ============    ============
</TABLE>
 


                     [THIS SECTION INTENTIONALLY LEFT BLANK]



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

                                      -6-
<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:       Long Term Debt & Capital Lease Obligations
              ------------------------------------------

During the nine months ended July 31, 1997, the Company borrowed an aggregate of
$3,432,714 and made repayments of $397,596. The maturity of related-party notes,
with an aggregate total of $7,676,000, was extended for a two-year period.

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

During the nine months  ended July 31, 1997,  the  officers  advanced a total of
$775,000 to the  Company,  $379,617  of which was used to repay the  outstanding
receivable  as of October 31, 1996,  and  $391,309 was used to repay  additional
advances  extended during the same period,  with the balance of $4,074 remaining
as a payable to the officers at July 31, 1997.

Note D:       Stockholders' Equity
              --------------------

During the nine months ended July 31, 1997, the Company issued  2,345,004 shares
of  common  stock  on  the  partial  conversion  of  $2,250,000  in  convertible
debentures. A balance of $250,000 in convertible debentures remain unconverted.

The Series One,  Preferred  Stock was converted into 1,400,000  shares of common
stock at an average  price of $1.79 per share during the quarter  ended July 31,
1997.

During the quarter,  the Company issued to key executive management an option to
acquire  100,000  shares of the  Company's  stock at a strike price of $2.00 per
share.  Also,  options to acquire  65,000  shares of common stock in the Company
lapsed  or were  otherwise  cancelled.  As of July 31,  1997,  the  Company  had
outstanding stock options to officers to purchase 270,000 shares of common stock
at $1.00 per share and  outstanding  stock options to officers and key employees
to purchase 852,500 shares of common stock at $2.00 per share.

In addition, the Company issued warrants to Gemini Ventures,  L.L.C.,  entitling
it to acquire 1,400,000 shares of the Company's common stock at $2.50 per share.
The warrants expire in 2002.

Note E:       Income Taxes
              ------------

The Company has an  estimated  deferred tax benefit of  $1,324,000  for the nine
months  ended  July 31,  1997  which  has  been  offset  in full by a  valuation
allowance due to the availability of a net operating loss  carryforwards at July
31, 1997.

                                      -7-
<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 an increase in total revenues compared to the
same period one year ago,  primarily as a result of nine months of operations of
the Double Eagle Hotel & Casino.  The Company reported net operating revenues of
$16,941,338,  an increase of $11,683,188,  or 222% from the $5,258,150  reported
during the same period in 1996. The Company reported a net loss of $(3,677,094),
or $(0.1035)  per share,  for the nine months ended July 31, 1997  compared to a
net loss of  $(980,670),  or $(0.0291) per share,  reported  last year.  For the
quarter,  the Company posted a net loss of  $(369,305),  or $(0.0104) per share.
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. Although the Company recorded
a loss from operations,  EBITDA (earnings before interest taxes depreciation and
amortization)  totaled  $2,262,269,   significantly  higher  than  the  $626,635
reported during the same period last year.

Business and Marketing Strategy

The Company  continually  places emphasis on the  implementation of its business
strategy  to offer  casino  gaming and a full range of  amenities  in a friendly
atmosphere   that   caters  to  middle  and   upper-middle   income   customers.
Incorporating  the  distinction  between  Creeker's  Casino and the Double Eagle
Hotel & Casino  in its  marketing  efforts,  management  believes  it is able to
increase gaming activity at its respective casinos by attracting  customers from
two market  segments.  Through  the use of radio and print  advertising,  direct
mail,  promotional  coupons and special events designed uniquely to address each
market  segment,  management  attracts  players  to its  respective  properties.
Promotional  allowances,   such  as  complimentary  rooms,  food,  beverage  and
entertainment  are used at both  casinos to reward  and  retain  its  customers.
Specifically, Creeker's promotes coupons for free bus transportation,  discounts
on buffet  meals,  and cash and prize  give-aways  while the Double Eagle offers
discounted and complimentary hotel rooms,  complimentary  dinners,  VIP services
and promotions and cash sweepstakes to attract and keep respective customers.

The  implementation  of the "Winners Circle" slot club at both Creeker's and the
Double  Eagle,  and the use of a  player  tracking  system  which  monitors  the
wagering of its  customers,  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
in both market  segments.  As of July 31, 1997 the  database  consisted  of over
40,000 members.

                                      -8-
<PAGE>
The Company is currently in the process of strategically  acquiring  significant
parcels of land around the Double and  Creeker's for use as parking lots for its
gaming patrons and hotel guests.  Management  believes that providing  clean and
secure parking  facilities in near proximity to its buildings  provides an added
convenience  to its  guests,  which will have a direct  favorable  impact on its
business.

Management  continues to make  significant  investments  in key  management  and
personnel.  In addition  to the recent  recruitment  of the General  Manager and
Director of Marketing from the Nevada  market,  the Company hired a new Director
of Finance,  also from Nevada, who most recently held the position of controller
at New York, New York in Las Vegas. The aforementioned key management bring over
fifty years of experience to the Company.

Emphasis continues to be placed on the Company's technological infrastructure to
optimize the movement and management of timely information. A new hotel property
system was recently  installed to streamline the check-in and check-out process.
Also, the Company is embarking on a comprehensive marketing campaign through the
use of the Internet with Web page advertising and promotion.

Creeker's Casino

Creeker's  targets middle to  upper-income  customers from the greater  Colorado
Springs area and surrounding communities who prefer to make day trips to Cripple
Creek.  Because of its smaller size and  "down-to-earth"  atmosphere,  Creeker's
appeals to many customers who enjoy a cozier  environment and the personal touch
offered by its friendly employees.  Free pizza and a hearty buffet served in its
restaurant further heightens Creeker's attractiveness to this market segment.

Management  at  Creeker's  plans to employ an  aggressive  bussing  program  for
day-trip  patrons as well as joint  marketing with the Double Eagle for extended
stay  visits.  Efforts are also  underway to upgrade  all slot  machines  and to
introduce a "sports bar" atmosphere complete with big-screen televisions, sports
posters and  memorabilia  and  satellite  receiver  system for all major  sports
channels.

Double Eagle Hotel & Casino

With the largest number of rooms and elegant suites in Cripple Creek, free valet
parking  under a covered car port,  and an exciting and lively  atmosphere,  the
Double Eagle attracts  customers who enjoy gaming within a facility which offers
the  hospitality  and  convenience of first-class  accommodations.  Although the
Double Eagle appeals to higher income patrons because of its  "Las-Vegas"  style
casino  atmosphere,  quality hotel and  restaurant  facilities  and a variety of
special  events,  management  has  implemented  programs  to expand its focus to
include a larger target market.

Management of the Double Eagle  continues to reinforce its  commitment to a high
growth strategy by improving its overall image and effectiveness through new and
innovative marketing programs, a redesigned casino floor layout with looser slot
machines,   the  addition  of  poker  tables,  an  amusement  arcade,   and  the
introduction  of a VIP lounge for rated players.  In addition to free daily slot
tournaments and special events,  the Double Eagle hosts live  entertainment  and
music  acts at its new  piano  bar and  lounge.  Responding  to the needs of its
customers,  management recently changed the menu and theme of the restaurant. As
the new Lombard's Bar & Grill, the ambiance is less formal,  the menu features a
greater selection of popular items, and a children's menu was added with service
offered throughout the day.

                                      -9-
<PAGE>
Completion of the anticipated  convention  facility at the Double Eagle has been
delayed until Spring 1998. Once complete,  management  expects this new addition
will attract new players by  capturing  meeting and small  convention  business.
Another expected future improvement at the Double Eagle is the construction of a
five-story  parking  structure  which will  include a juice bar and health  club
facility  located on the mezzanine level,  along with a swimming pool,  Jacuzzi,
sauna and workout room.

COMPANY REVENUE

The Company reported net operating  revenue of $16,941,338,  for the nine months
and  $7,356,554 for the quarter ended July 31, 1997,  respectively.  Compared to
the  respective  periods during 1996,  revenue  increased by $11,683,188 or 222%
from  the  $5,258,150  for the  nine  months  and  $5,126,017  or 230%  from the
$2,230,537 for the quarter.  Casino revenues of $13,785,817,  which  constituted
over 81% of total revenues, were up by $9,061,406, or 192%, compared to the same
nine-month  period one year ago. Hotel revenues  totaled  $1,784,651 while food,
beverage and gift shop revenues amounted to $1,370,870, an increase of $837,131,
or 157% from the $533,739 recorded during the same period in 1996.

For the quarter  ended July 31, 1997,  total  revenues of  $7,356,554  increased
$2,159,591  or 42%,  compared to $5,196,963  reported for the previous  quarter.
Casino   revenues   increased  by  $1,697,733  to  $5,913,089   from  $4,215,356
representing a 40% increase over last quarter.  Hotel revenues  increased 50% to
$821,816,  while food,  beverage and gift shop revenues  improved by over 44% to
$621,649 during this quarter.

Acquisitions

There were no acquisitions of any significance during this quarter.

Sale of Stock

During the  quarter,  $400,000 of  non-related  party  debenture  principal  was
converted into 435,250 shares of common stock.

The Series One,  Preferred  Stock was converted into 1,400,000  shares of common
stock at an average price of $1.79 per share.

Results of Operations

For the nine months ended July 31, 1997,  the  Company's  results of  operations
included the activities of the Double Eagle Hotel & Casino and Creeker's Casino.
The Company  reported net operating  revenues for the nine months ended July 31,
1997 of  $16,941,338,  with the new operations of the Double Eagle  contributing
more than 78% of the total revenues.

During the nine 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
217%, up $10,047,554  to  $14,679,069  compared to the same period last year due
primarily to increased direct and indirect labor,  depreciation and amortization
expenses related to additional capital equipment,  and gaming taxes.  Additional
cost  of  marketing   and   promotion   also   increased   marketing/general   &
administrative  expenses during the same period.  
                                      -10-
<PAGE>
Although the Company  reported  income from  operations  of $881,608  during the
quarter,  EBITDA amounted to $1,662,860.  Interest expense of $1,250,913 reduced
earnings to a third quarter net loss of $(369,305).

Food,  beverage  and gift  shop  revenues  improved  by  157%,  up  $837,131  to
$1,370,870  in the nine  months.  Food and beverage  costs and expenses  rose by
169%, up $1,303,506 to $2,075,647,  with food, beverage and gift shop operations
at the Double  Eagle  accounting  for 68% of the  increase  compared to the same
period last year.

General and administrative  expenses increased 221%, up $3,678,819 to $5,340,735
for this nine months.  Approximately  $2,917,848,  or 79% of the  increase,  was
directly  attributable to the additional operations and marketing efforts at the
Double Eagle.

Depreciation  and  amortization   expense   increased  402%,  up  $1,659,281  to
$2,071,787 for the nine months.  Interest  expense  increased by $2,672,777,  or
224% to $3,867,576  from  $1,194,799  recorded during the same period last year.
This increase was attributable to the debt related to Double Eagle  construction
financing, equipment leasing and additional working capital.

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  July 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.

                                      -11-
<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.



                                      -12-

<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 September,
1997.

                                        COLORADO CASINO RESORTS, INC.

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



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


                                      -13-