<PAGE>
          U. S. SECURITIES AND EXCHANGE COMMISSION
                   WASHINGTON, D.C.  20549
                              
                         FORM 10-QSB

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


For the quarterly period ended      September 30, 1996


Commission File Number:       33-55254-05

                              
                  JUMPIN' JAX CORPORATION
      (Exact name of registrant as specified in its
        charter)


         NEVADA                        87-0485319
(State or other jurisdiction of       (I.R.S. Employer
incorporation or organization)         Identification No.)


        P.O. Box 27755, Golden Valley, Minnesota  55427
            (Address of principal executive offices)
                       (612) 546-3420
      (Registrant's telephone number, including area code)


      Check  whether the issuer:  (1) has filed all  reports
required  to be filed by Section 13 or 15(d) of the Exchange
Act  during  the past 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.                  [X] Yes   [  ] No

      State the number of shares outstanding of each of  the
issuer's  classes  of  common  equity,  as  of  the   latest
practicable date.

  14,637,489 shares of Common Stock as of February 7, 1997


<PAGE>
                            INDEX


     Part I.    FINANCIAL INFORMATION

     Item 1.  Financial Statements:

           Condensed Balance Sheets as of September 30, 1996
           and December 31, 1995 (unaudited)

           Condensed Statements of Operations for the three
           months ended September 30, 1996 and 1995
           (unaudited)

           Condensed Statements of Cash Flows for the three
           months ended September 30, 1996 and 1995
           (unaudited)

           Notes to Condensed Financial Statements
           (unaudited)

     Item 2.   Management's Discussion and Analysis or Plan
           of Operations

Part II.  OTHER INFORMATION

     Item 1.   Legal Proceedings
     Item 5.   Other Information
     Item 6.   Exhibits and Reports on Form 8-K

<PAGE>
               Part I.  FINANCIAL INFORMATION
                Item 1.  Financial Statements
                   Jumpin' Jax Corporation
                  Condensed Balance Sheets
                         (Unaudited)
       (dollars in thousands except per share amounts)
                              
                              
<TABLE>
<CAPTION>
                              
                           ASSETS

<C>                                       <S>                <S>                              
                                          September 30,      December 31,                                    er 30,      r 31,
                                              1996              1995
                                          -------------      -------------
CURRENT ASSETS:                                  
      Certificate of deposit                       $50                $50
      Other current assets                          20                 55
                                                ------             ------
                                                    70                105
                                                        
Property and equipment, net                          4                  5
Investment in subsidiaries                           -              2,228
                                                ------             ------
      TOTAL OTHER ASSETS                             4              2,233
                                                ------             ------            
      TOTAL ASSETS                                 $74             $2,338
                                                ======             ======


            LIABILITIES AND SHAREHOLDER'S EQUITY
                              
CURRENT LIABILITIES:                                 
      Accrued expenses                            $555               $369
      Current portion of long term debt            371                295
      Current portion of notes payable,        
        related parties                             38                 19
                                                ------             ------
      TOTAL CURRENT LIABILITIES                    964                683
                                                     
Long term debt                                      70                 70
Notes payable, related parties                       -                 19
Reserve for 1996 Playpal losses                      -                667
Indemnities provided for subsidiary debts        1,190                  -
Contingent liability for subsidiary losses       7,021              4,947
                                                ------             ------    
      TOTAL LIABILITIES                          9,245              6,386
                                                     
SHAREHOLDERS' EQUITY:                                
Common stock, $.001 par value;    
  50,000,000 shares authorized,
  14,637,489 and 12,967,395
  issued and outstanding at
  September 30, 1996 and
  December 31, 1995, respectively                   15                 13
Additional paid-in capital                       5,599              5,492
Common stock issuable                                2                  2
Accumulated deficit                            (15,287)            (9,555)
                                               --------            -------
TOTAL SHAREHOLDERS' EQUITY                      (9,171)            (4,048)
                                               --------            -------
                                                     
TOTAL LIABILITIES AND                  
SHAREHOLDERS' EQUITY                               $74              $2,338
                                               ========            =======
                              
   See accompanying notes to unaudited condensed financial statements
</TABLE>
                              
<PAGE>                              
                              
                              
                   Jumpin' Jax Corporation
              Condensed Statement of Operations
                         (Unaudited)
       (dollars in thousands except per share amounts)



<TABLE>
<CAPTION>


<C>                             <S>         <S>          <S>          <S>   
                                   Nine months                Three months
                                      ended                      ended
                                   September 30,              September 30,
                                -------------------       --------------------
                                  1996        1995          1996         1995
                                -------     -------       -------      ------- 
                                                                                                            
Selling, general and 
 administrative expense           $ 224        $ 278          $ 56        $ 102
Gain on sale of investment 
 in JJAX Entertainment             (583)           -         (583)            -
Write-off of investment in 
 Jumpin' Jax Entertainment        2,782            -         2,782            -
Additional accrual for 
 subsidiary lease obligation        580            -           580            -
Interest expense (income)            45            -            15            -
                                 ------       ------        ------       ------
Net loss                        $(3,048)       $(278)      $(2,850)       $(102)
                                 ======       ======        ======       ======     
                                                                               
Loss per share                   $(0.21)      $(0.03)       $(0.19)      $(0.01)
                                 ======       ======        ======       ====== 
                                                                                
Number of shares used to
 compute per share amount    14,280,610    8,923,195    14,637,489    9,487,680
                             ==========    =========    ==========    =========                              
</TABLE>
                              
   See accompanying notes to unaudited condensed financial statements
                              
<PAGE>                              
                              
                   Jumpin' Jax Corporation
              Condensed Statement of Cash Flows
                         (Unaudited)
                   (dollars in thousands)
<TABLE>
<CAPTION>
                                                Three months      Nine months
                                                   ended           ended
                                                September 30,    September 30,
                                                    1996             1996     
                                                -------------    -------------
<C>                                             <S>              <S>
       Cash flows from operating activities
         Net income (loss)                          $(2,850)        $(3,048)
         Adjustments to reconcile 
          net income to net cash
          provided by operating activities
           Depreciation                                   -               1
           Gain on sale of investment
            in JJAX Entertainment                      (583)           (583)
           Write-off of investment in
            Jumpin' Jax Entertainment                 2,782           2,782
           Additional accrual for
            subsidiary lease obligations                580             580
           Changes in operating assets
            and liabilities                   
              Prepaid expenses                          (20)             35
              Accrued expenses and
               other current liabilities                 43             185
                                                    --------        --------
                 Net cash provided by (used
                  in) operating activities              (48)            (48)
                                                          
       Cash flows from investing activities:
         Investment in subsidiaries                      (2)         (1,221)
                                                    --------        --------
            Net cash provided by (used in)
             investing activities                        (2)         (1,221)
                                                          
       Cash flows from financing activities:
         Proceeds from sale of common stock               -             610
         Proceeds from debt financings                   40             732
         Principal payments on debt and
          notes payable - related parties                 -             (73)
                                                    --------        --------
            Net cash provided by financing
              activities                                 40           1,269
                                                     
       Net increase (decrease) in cash                  (10)              -
       Cash, beginning of period                         10               -
                                                    --------        --------  
       Cash, end of period                            $   -           $   -
                                                    ========        ========
</TABLE>
                              
   See accompanying notes to unaudited condensed financial statements.



<PAGE>

             Jumpin' Jax Corporation and Subsidiaries
             Notes to Condensed Financial Statements
                           (Unaudited)


1.   Basis of Presentation

      The  financial statements included in this Form 10-QSB
have  been prepared by the Company, without audit,  pursuant
to  the rules and regulations of the Securities and Exchange
Commission.   Certain  information and footnote  disclosures
normally  included  in  financial  statements  prepared   in
accordance  with  generally accepted  accounting  principles
have been condensed, or omitted, pursuant to such rules  and
regulations.  These financial statements should be  read  in
conjunction with the financial statements and related  notes
included  in the Company's Annual Report on Form 10-KSB  for
the  year ended December 31, 1995, as previously filed  with
the Securities and Exchange Commission.

       The  financial  statements  presented  herein  as  of
September  30, 1996 and for the three months ended September
30, 1996 and 1995 reflect, in the opinion of management, all
adjustments  necessary for a fair presentation of  financial
position  and  the  results of operations  for  the  periods
presented.   The  results  of  operations  for  the  periods
presented   are  not  necessarily  indicative  of  operating
results to be expected for the full year.

2.   Organization and Business Acquisitions

      The  Company was originally incorporated in April 1988
under  the name Four Star Ranch, Inc.  The Company initially
was formed without any specific business plan, other than to
seek  potential business opportunities for acquisition,  and
was essentially inactive until 1994.

      In   November 1994, as the first step of the  December
1994  acquisition  of  the net assets  of  GymMania  Venture
Capital   Corporation   ("GVCC"),  a  predecessor   business
discussed   below,  the  Company  issued  an  aggregate   of
6,708,394  shares of Common Stock to certain  investors  who
held  the  majority voting common stock control of  GVCC  in
exchange  for $30,772 in stock subscription and  a  $180,063
note  receivable from GVCC and changed its business plan  to
that of developing indoor fun centers.  In addition, as  the
first  step  of  the  December 1994 acquisition  of  Gymania
Corporation   ("Gymania"),  another   predecessor   business
discussed  below, the Company entered into a stock  purchase
agreement  with  shareholders of Gymania  to  issue  450,868
shares of the Company's Common Stock at $.0074 per share and
register such shares.  In December 1994, the Company changed
its corporate name to Jumpin' Jax Corporation.

       On   December   30,   1994,  the   Company   acquired
substantially  all  of  the assets of  GVCC,  a  corporation
existing  under the laws of the Province of Ontario,  Canada
for  no  cash consideration.  The transaction was a  reverse
acquisition whereby certain shareholders of GVCC became  the
controlling  shareholders  of the  Company.   The  principal
asset  of  GVCC  was an advance receivable of  approximately
$492,000  from  Gymania.  GVCC was formed in  June  1994  to
finance the development of indoor fun centers.

      Also  on  December 30, 1994, the Company, through  its
wholly-owned  subsidiary, Jumpin'  Jax  Entertainment,  Inc.
("Jumpin' Jax Entertainment"), acquired substantially all of
the  assets  (totaling $512,361) of Gymania in exchange  for
assuming   substantially   all  of   Gymania's   obligations
(totaling  $1,012,187),  including  the  $492,000   advances
payable  to  GVCC. During 1994, prior to the acquisition  of
Gymania, the Company advanced $159,288 to Gymania.   Gymania
was formed in 1991 and had developed and was operating, on a
limited basis, indoor fun centers since its inception.

     On March 13, 1995, the Company issued 351,000 shares of
Common  Stock and committed to pay $310,000 cash in exchange
for  all  of  the  issued and outstanding capital  stock  of
Playpal,  Inc.  of Rockledge, Florida ("Playpal").   Playpal
was a manufacturer of modular soft-play equipment for indoor
fun centers and playgrounds.  On or about the same time, the
Company  established  Playpal Sales Corporation,  a  wholly-
owned   subsidiary  formed  to  distribute  those   products
manufactured  by  Playpal, Inc..  In April,  1996,  Playpal,
Inc.  filed  for  protection under Chapter 11  of  the  U.S.
Bankruptcy  Code. Since that time, Playpal, Inc. has  ceased
all operations and the bankruptcy case has been converted to
a   Chapter   7   liquidation  proceeding.   Playpal   Sales
Corporation has also ceased operations; it is insolvent  but
has  yet to file a petition with the bankruptcy court as  it
has  no  assets  available  for liquidation.   A  bankruptcy
filing may occur in the future.

     Jumpin' Jax Entertainment owned and operated two family
entertainment  centers  in  the  Minneapolis  /   St.   Paul
metropolitan  area.   The  space  for  these   centers   was
subleased  from a related party, Jumpin' Jax Corporation,  a
Minnesota Corporation ("JJC"), who leased the space  from  a
mall  operator.  Due to a lack of working capital, JJC filed
for  Chapter 11 bankruptcy protection in July,  1996.   This
case  converted  to  a Chapter 7 liquidation  proceeding  in
September, 1996 and all assets of JJC have been turned  over
to  its  secured creditor.  Jumpin' Jax Entertainment ceased
operation of the two centers in August, 1996 and has  turned
all  of  its  assets over to secured creditors;  it  is  not
expected  that  the proceeds from the liquidation  of  these
assets   will   exceed  the  outstanding  balance   of   the
indebtedness  they  secured. Jumpin'  Jax  Entertainment  is
insolvent but has yet to file a petition with the bankruptcy
court as it has no further assets available for liquidation.
A bankruptcy filing may occur in the future.

       The   Company  has  discontinued  substantially   all
operations.   There is currently no source  of  revenue  and
Company  staff  are  acting without cash compensation.   The
Company  has  obligations  which  exceed  $1.8  million  and
ongoing  expenses which it cannot continue to incur  without
securing additional capital.  Failure to raise such  capital
will  necessitate a liquidation of the Company;  the Company
is unable to raise such capital without a reorganization and
recapitalization of its financial structure.

3.   Other Financial Statement Data:
     Certificate of Deposit:

     The Company owns a $50,000 certificate of deposit which
has  been  pledged as additional collateral for  a  loan  to
Playpal,  Inc.  primarily  secured  by  Playpal's  land  and
building.   Assuming that the proceeds from  the  bankruptcy
court's   sale   of  the  land  and  building   exceed   the
approximately  $925,000  loan balance,  the  certificate  of
deposit  will be returned to the Company; however, there  is
no assurance that this will be achieved.


4.   Indemnities provided for subsidiary debts

      The  Company has agreed to indemnify certain creditors
of  Jumpin'  Jax  Entertainment, Playpal, Inc.  and  Playpal
Sales  Corporation for certain obligations incurred by these
subsidiaries and owed to these creditors.

5.   Contingent liability for subsidiary losses

     Subsequent to their acquisition by the Company, Jumpin'
Jax   Entertainment,  Playpal,  Inc.   and   Playpal   Sales
Corporation  experienced losses totaling approximately  $7.6
million.   Although the Company believes  that  it  is  only
liable  for the subsidiary obligations which it specifically
guaranteed  or  agreed  to  indemnify  for  (classified   as
"Indemnities  for subsidiary debts" on the  balance  sheet),
GAAP  requires  that  all  obligations  of  subsidiaries  be
reflected in the Company's statement of financial position.


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

During calendar year 1995 and the first six months of  1996,
the  Company  raised capital in the debt and equity  markets
and  invested the majority of these funds in its Jumpin' Jax
Entertainment, Playpal, and Playpal Sales subsidiaries  (all
of  which  ceased  operations during the  third  quarter  of
1996).   The  remainder  of the funds were  expended  toward
further  development of the Jumpin' Jax and Playpal concepts
and  for  overhead costs related to being a publicly  traded
corporation burdened with a heavy debt load (i.e. legal  and
professional fees, public reporting costs, etc.).

The Company does not have any source of revenue, nor does it
currently  have  any  funds  available  to  pay  outstanding
obligations.

Liquidity and Capital Resources

The Company does not currently possess any liquid assets,
with the only prospect for the future being a distribution
from the Playpal, Inc. bankruptcy estate and the $50,000
certificate of deposit, also tied up in the Playpal
proceedings.  The Company intends to restructure its
financial position by filing for bankruptcy protection and
issuing equity securities in lieu of its current debt and
working capital obligations.  Post restructuring, the
Company intends to identify merger or acquisition candidates
and consummate a transaction with one of these candidates.
This should result in the Company becoming a viable entity,
although there is no assurance that this will occur.  In the
event that this strategy is not successful, the assets of
the Company will most probably be liquidated and the
proceeds distributed to the creditors.  As the first step in
this restructuring plan, the Company filed a voluntary petition
under Chapter 11 in the U.S. Bankruptcy Court on February 7, 1997.



PART II   OTHER INFORMATION
ITEM 1.    Legal Proceedings

           No  material legal proceedings exist against  the
Company, its officers or directors except as follows:

           In  October 1995, the Company was served  with  a
complaint in Hennepin County (Minnesota) District Court by a
real estate brokerage firm seeking payment of $29,000 for  a
commission on the sublease of the space formerly occupied by
Gymania  Corporation.  The Company executed a confession  of
judgment for such amount and agreed to repay the obligation,
with   interest,   in   four   quarterly   installments   of
approximately  $8,000  beginning  November  30,  1995.   The
Company paid the first three installments but failed to  pay
the final amount due.

           In  August 1995, the former President of  Playpal
commenced  suit against Playpal and the Company  in  Brevard
County (Florida) Circuit Court seeking specific performance,
injunctive relief, and damages for, among other matters,  an
alleged  breach of the stock purchase agreement between  the
Company  and  the former President.  In November  1995,  the
claim  was  settled by the Company's agreement  to  pay  him
$120,000  in  two  installments of  $60,000  each  prior  to
February  1996.  The first payment of $60,000  was  made  in
December  1995,  however Playpal did not  pay  the  balance.
Summary  judgment was granted in March 1996 against  Playpal
and the Company in the amount of approximately $65,000.


           In  April 1996, a complaint was filed against the
Company  in  Hennepin  County (Minnesota)  by  William  Auer
seeking  repayment of a note and interest in the  amount  of
$40,000.    The   Company   believes   that   Jumpin'    Jax
Entertainment,  Inc.,  and not the  Company,  is  the  party
subject  to the claim.  The Company has filed an  answer  to
the complaint.


           In  July 1996, a complaint was filed against  the
Company  in  Orange  County  (Florida)  by  a  supplier   of
materials  to  Playpal  seeking  payment  under  a  guaranty
agreement  provided  by the Company for  the  collection  of
Playpal's obligations to this supplier.  The complaint seeks
$48,579.   The Company is currently negotiating a settlement
agreement for this matter..

             The    Company   has   received   claims    for
indemnification pursuant to certain provisions  of  a  stock
purchase agreement, under which the Company allegedly agreed
to  indemnify certain individuals for sales tax  liabilities
in  connection with certain sales tax owed by  Playpal.   To
date,  claims totaling $274,000 have been made.  The Company
believes   that   it  is  not  required  to   provide   such
indemnification and intends to defend such action  if  funds
are available for such purpose.

           In  May  1995, Jumpin' Jax Entertainment  entered
into  a ten-year lease agreement, guaranteed by the Company,
for  approximately 15,000 square feet of space located in  a
shopping  center  in  Green Bay, Wisconsin.   Base  rent  is
approximately  $12,000  per  month  and  began  accruing  in
September 1995.  The lease also requires additional rent  of
12%  of  gross sales in excess of $925,000 plus 3% of  gross
sales  in excess of $1,100,000 per lease year.  Jumpin'  Jax
Entertainment has informed the landlord that it will not  be
occupying  the  space and, in September 1995,  the  landlord
instituted  an  action  against the Company  for  breach  of
contract. In January 1996, a motion for summary judgment  on
the issue of liability was granted to the landlord.  In June
1996, the landlord filed a motion for summary judgment as to
the  issue of damages; such judgement was granted in 
February 1997 for approximately $680,000.

           In  September  1996,  an  action  was  instituted
against  the Company, Jumpin' Jax Entertainment, and certain
of  its  officers  by Riverside Bank and Cynthia  Powell  (a
former  officer of Jumpin' Jax Entertainment).   The  action
seeks  recovery of amounts owed to Riverside Bank which  are
guaranteed  by  both  the Company and Mrs.  Powell  and  her
husband (the former President of Playpal), which guaranty is
secured by a mortgage on the Powell's residence.  The amount
sought  is approximately $74,000.  The Company is vigorously
defending against this matter.

           In  September 1996, a judgment in the  amount  of
$79,000   was  entered  against  the  Company  by   Allstate
Financial   Corporation  in  connection  with  an   accounts
receivable financing engaged in by the Company in June 1996.

           All pending litigation has been stayed by the
February 7, 1997 bankruptcy filing.


           In  addition,  the following are  material  legal
proceedings  which  have been brought  against  wholly-owned
subsidiaries of the Company.  The Company does  not  believe
it  is responsible for any of the claims, although there  is
no assurance thereof.

           In December 1994, Playpal was served with a third
party   complaint  in  the  24th  Judicial  District  Court,
Jefferson Parish, Louisiana, relating to an alleged personal
injury  claim for unspecified damages by a patron of  a  fun
center  operated by a Playpal customer.  Playpal's insurance
carrier has agreed to defend the matter.

           In  1994, Playpal was served with a complaint  in
Suffolk  County  (New York) Supreme Court alleging  personal
injury  suffered  by  a  customer of an  indoor  fun  center
containing  a  Playpal  modular soft-play  unit.   Playpal's
insurance carrier at the time of the incident has refused to
defend  or  pay the claim.  Playpal believes that liability,
if  any,  lies with the center operator as a result  of  the
facts and circumstances.

           In  September 1995, Jumpin' Jax Entertainment was
served  with  a  complaint  in Hennepin  County  (Minnesota)
District  Court by an advertising agency seeking payment  of
$44,000  for  unpaid advertising, publication, and  printing
services.  In January 1996, Jumpin' Jax Entertainment agreed
to  repay  the  obligation over an eleven month  period  and
executed  a confession of judgment for such amount;  Jumpin'
Jax  Entertainment  has  made  some,  but  not  all  of  the
payments.

           In  August  1995,  Jumpin' Jax Entertainment  was
served  with  a  complaint  in Hennepin  County  (Minnesota)
District   Court  by  a  sign  construction  company   which
installed  signage at Jumpin' Jax Entertainment's  Maplewood
and  Burnsville, Minnesota indoor fun centers.  In  January,
Jumpin'  Jax  Entertainment agreed to repay  the  obligation
over  an  eleven month period and executed a  confession  of
judgment for such amount; the Company has made some, but not
all of the payments.

           In  December  1995, Playpal  was  served  with  a
complaint  in Brevard County (Florida) Circuit  Court  by  a
transportation  company  seeking  payment  of  $128,000  for
unpaid  shipping  charges.  Plaintiff  was  awarded  summary
judgment in the amount of $140,279 in April 1996.

           In  July  1996,  a  complaint was  filed  against
Jumpin'  Jax  Entertainment in Hennepin  County  (Minnesota)
District  Court by a supplier of equipment to  the  existing
Centers  seeking  repayment of  a  note  in  the  amount  of
$90,000.   Jumpin'  Jax  Entertainment  has   returned   the
equipment securing this obligation to the supplier  but  the
value  of  this equipment is not expected to be adequate  to
discharge the full amount of the claim.

          In June 1996, a notice of eviction was served upon
JJC  in connection with its leaseholds for the Centers.  The
action  was  stayed under the provisions of the  Chapter  11
bankruptcy proceeding filed by JJC.  On August 22, 1996, the
bankruptcy court granted the landlord's motion to  lift  the
stay  and the landlord has again begun eviction proceedings.
Jumpin' Jax Entertainment ceased operations in the locations
August 25, 1996 and is seeking to vacate the premises in  an
orderly manner.

          In January 1996, Jumpin' Jax Entertainment entered
into  a  ten-year  lease agreement for approximately  20,000
square  feet  of  space  located in  a  shopping  center  in
Nashville, Tennessee. Base rent is approximately $13,000 per
month   for   the  first  five  years  of  the   lease   and
approximately $15,000 per month for the second five years of
the  lease and began accruing in July 1996.  The lease  also
requires  additional rent of 6% of gross sales in excess  of
$4,013,000  per lease year for the first five years  of  the
lease  and in excess of $4,514,625 for the second five years
of  the lease.  Jumpin' Jax Entertainment does not have  the
funds  required to construct and equip the facility and  has
informed the landlord that it will not be able to begin this
process unless working capital funds can be obtained,  which
is  highly improbable.  Therefore, Jumpin' Jax Entertainment
does  not  intend to continue with respect to  this  project
although it is liable for amounts under this lease.

ITEM 5.  Other Information

     During the first nine months of 1996, the Company
raised $1.35 million in the debt and equity markets, all of
which has been expended to fund deficit operations and
service existing obligations.  Such amounts include a
private placement offering in May 1996 (the "May Offering")
of 12.5 units for $625,000.   Each unit, which was
purchasable for $50,000, consisted of (1) a $50,000
principal amount 10% subordinated promissory note due on the
earlier of (a) the closing date of any public debt or equity
offering by the Company (the "Public Offering") or (b) one
year from the initial closing date of the May Offering and
(2) the issuance on the effective date of a registration
statement filed with the Securities and Exchange Commission
of (a) 30,000 shares of Common Stock and (b) a total of
300,000 warrants to purchase shares of Common Stock which
warrants were to be identical to any warrants to be issued
to the public in connection with any secondary public
offering.  In the event that the Company does not complete a
secondary public offering by April 30, 1997, the investor is
to be issued, on April 30, 1997 (a) 210,000 shares of Common
Stock; (b) warrants to purchase 1,050,000 shares of Common
Stock, exercisable at $.75 per share for a period of five
years from the initial closing; and (c) warrants to purchase
1,050,000 shares of Common Stock, exercisable at a price of
$1.00 per share for a period of five years from the initial
closing.  The securities contain certain piggyback
registration rights.  All obligations of the Company with
regard to this financing have been waived in return for a
majority ownership position in JJAXE, formerly a wholly-
owned subsidiary of the Company.

<PAGE>
                                           SIGNATURES

         Pursuant to the requirements of Section 13 or l5(d) of the
Securities  Exchange Act of 1934, the registrant has duly  caused
this  report  to  be  signed on its behalf  by  the  undersigned,
thereunto duly authorized.

                                  JUMPIN' JAX CORPORATION


                              By: /s/ Richmond W. A. Chandler
                                 Richmond W. A. Chandler
                                 Chairman and Chief Executive Officer
                                 Principle Financial Officer