SECURITIES AND EXCHANGE COMMISSION

                        Washington, D.C.  20549

                               FORM 10-Q


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

For the quarterly period ended April 2, 1998
                               -------------
                             OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE 
    SECURITIES EXCHANGE ACT OF 1934

For the transition period from             to 
                               -----------    -----------

Commission file number   1-5440                                
                       ----------------------------------------

                          AZTAR CORPORATION                    
---------------------------------------------------------------
      (Exact name of registrant as specified in its charter)


       Delaware                               86-0636534       
-----------------------------------        -------------------
  (State or other jurisdiction of            (I.R.S. Employer
  incorporation or organization)            Identification No.)


 2390 East Camelback Road, Suite 400, Phoenix, Arizona  85016  
--------------------------------------------------------------
 (Address of principal executive offices)            (Zip Code)


Registrant's telephone number, including area code (602) 381-4100  
                                                  ----------------

Indicate by check mark 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 
           -----    -----

At April 30, 1998, the registrant had outstanding 45,219,063 shares of
its common stock, $.01 par value.

<PAGE>





                   AZTAR CORPORATION AND SUBSIDIARIES








                     PART I - FINANCIAL INFORMATION




   Item 1.  Financial Statements
              
                                                                    Page
                                                                    ----

    Consolidated Balance Sheets at April 2, 1998 and
    January 1, 1998                                                   3

    Consolidated Statements of Operations for the quarters 
    ended April 2, 1998 and April 3, 1997                             5

    Consolidated Statements of Cash Flows for the quarters 
    ended April 2, 1998 and April 3, 1997                             6

    Consolidated Statements of Shareholders' Equity for the 
    quarters ended April 2, 1998 and April 3, 1997                    8 

    Notes to Consolidated Financial Statements                        9
                                                



















 
                                      2
<PAGE>
<TABLE>
                    AZTAR CORPORATION AND SUBSIDIARIES
                  CONSOLIDATED BALANCE SHEETS (unaudited)
                  ---------------------------------------
                     (in thousands, except share data)

<CAPTION>
                                               April 2,        January 1,
                                                 1998             1998
                                              ----------       ----------
<S>                                           <C>              <C> 
Assets
Current assets:
  Cash and cash equivalents                   $   31,532       $   46,129
  Accounts receivable, net                        37,142           44,133
  Inventories                                      6,362            6,779
  Prepaid expenses                                 9,833           10,374
  Deferred income taxes, net                      11,403           11,403
                                              ----------       ----------
    Total current assets                          96,272          118,818

Investments in and advances to 
  unconsolidated partnership                       9,144            9,375
Other investments                                 22,923           22,319

Property and equipment:
  Buildings, riverboats and equipment, net       791,690          802,230
  Land                                            98,762           98,762
  Construction in progress                         5,878            1,215
  Leased under capital leases, net                   601              672
                                              ----------       ----------
                                                 896,931          902,879

Deferred income taxes, net                           242              331
Other deferred charges and assets                 37,928           37,774
                                              ----------       ----------

                                              $1,063,440       $1,091,496
                                              ==========       ==========

</TABLE>















[FN]
The accompanying notes are an integral part of these financial statements.



                                     3
<PAGE>
<TABLE>
                    AZTAR CORPORATION AND SUBSIDIARIES
            CONSOLIDATED BALANCE SHEETS (unaudited) (continued)
                  ---------------------------------------
                     (in thousands, except share data)
<CAPTION>
                                              April 2,       January 1,
                                               1998             1998   
                                            ----------       ----------

<S>                                         <C>              <C>
Liabilities and Shareholders' Equity
Current liabilities:              
  Accounts payable and accruals             $   52,156       $   56,939
  Accrued payroll and employee benefits         24,147           23,630
  Accrued interest payable                         317           13,167
  Income taxes payable                           1,192              896
  Current portion of long-term debt             22,718           27,166
  Current portion of other long-term 
    liabilities                                  2,931            2,931
                                            ----------       ----------
    Total current liabilities                  103,461          124,729

Long-term debt                                 484,447          491,932
Other long-term liabilities                     24,264           24,204
Contingencies and commitments
Series B ESOP convertible preferred stock
  (redemption value $6,733 and $6,857)           6,733            6,593

Shareholders' equity:
  Common stock, $.01 par value (45,207,062 
    and 45,198,889 shares outstanding)             491              491
  Paid-in capital                              412,053          412,029
  Retained earnings                             49,118           48,654
  Less: Treasury stock                         (17,126)         (17,126)
        Unearned compensation                       (1)             (10)
                                            ----------       ----------
    Total shareholders' equity                 444,535          444,038
                                            ----------       ----------

                                            $1,063,440       $1,091,496 
                                            ==========       ==========

</TABLE>












[FN]
The accompanying notes are an integral part of these financial statements.


                                     4
<PAGE>
<TABLE>
                       AZTAR CORPORATION AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
              For the periods ended April 2, 1998 and April 3, 1997
         ---------------------------------------------------------------
                      (in thousands, except per share data)
<CAPTION>
                                                             First Quarter    
                                                           ------------------ 
                                                             1998      1997   
                                                           --------  -------- 
<S>                                                        <C>       <C>
Revenues
  Casino                                                   $164,291  $157,148 
  Rooms                                                      12,052    12,566 
  Food and beverage                                          13,047    12,732 
  Other                                                       7,435     7,310 
                                                           --------  -------- 
                                                            196,825   189,756 
Costs and expenses
  Casino                                                     76,192    74,485 
  Rooms                                                       7,140     7,326 
  Food and beverage                                          13,089    13,206 
  Other                                                       6,399     5,751 
  Marketing                                                  21,211    19,748 
  General and administrative                                 19,521    17,387 
  Utilities                                                   2,883     3,454 
  Repairs and maintenance                                     5,985     5,794 
  Provision for doubtful accounts                             2,992     2,154 
  Property taxes and insurance                                6,064     6,120 
  Rent                                                        5,439     4,536 
  Depreciation and amortization                              13,044    12,741 
                                                           --------  -------- 
                                                            179,959   172,702 
                                                           --------  -------- 
Operating income                                             16,866    17,054 

  Interest income                                               416       510 
  Interest expense                                          (15,136)  (15,801)
                                                           --------  -------- 
Income before other items and income taxes                    2,146     1,763 

  Equity in unconsolidated partnership's loss                (1,125)   (1,166)
                                                           --------  -------- 
Income before income taxes                                    1,021       597 

  Income taxes                                                 (403)    2,080 
                                                           --------  -------- 
Net income                                                 $    618  $  2,677 
                                                           ========  ======== 

Net income per common share                                $    .01  $    .06 

Net income per common share assuming dilution              $    .01  $    .05 

Weighted average common shares applicable to:
  Net income per common share                                45,202    45,005 
  Net income per common share assuming dilution              46,942    46,699 
</TABLE>
[FN]
The accompanying notes are an integral part of these financial statements.

                                        5
<PAGE>
<TABLE>
                       AZTAR CORPORATION AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
              For the periods ended April 2, 1998 and April 3, 1997
         ---------------------------------------------------------------
                                 (in thousands)
<CAPTION>
                                                           First Quarter 
                                                       ---------------------
                                                          1998       1997   
                                                       ---------   ---------
<S>                                                    <C>         <C>
Cash Flows from Operating Activities
Net income                                             $     618   $   2,677 
Adjustments to reconcile net income 
  to net cash provided by operating activities: 
   Depreciation and amortization                          13,732      13,399 
   Provision for losses on accounts receivable             2,992       2,154 
   Loss on reinvestment obligation                           219         217 
   Rent expense                                             (247)       (324)
   Distribution in excess of equity in income 
     of partnership                                          231         255 
   Deferred income taxes                                      89          98 
   Change in assets and liabilities:
     (Increase) decrease in accounts receivable            4,386       2,226 
     (Increase) decrease in refundable income taxes           --       1,201 
     (Increase) decrease in inventories and 
       prepaid expenses                                      782        (120)
     Increase (decrease) in accounts payable,
       accrued expenses and income taxes payable         (17,102)    (28,126)
     Other items, net                                      1,017         118 
                                                       ---------   --------- 
  Net cash provided by (used in) operating activities      6,717      (6,225)
                                                       ---------   --------- 
Cash Flows from Investing Activities
Payments received on notes receivable                        722         634 
Purchases of property and equipment                       (3,862)     (3,936)
Additions to other long-term assets                       (3,090)     (1,818)
                                                       ---------   --------- 
  Net cash provided by (used in) investing activities     (6,230)     (5,120)
                                                       ---------   --------- 
Cash Flows from Financing Activities
Proceeds from issuance of long-term debt                  84,700      55,600 
Proceeds from issuance of common stock                        20          -- 
Principal payments on long-term debt                     (99,029)    (55,701)
Principal payments on other long-term liabilities           (325)       (326)
Debt issuance costs                                           --        (100)
Preferred stock dividend                                    (329)       (352)
Redemption of preferred stock                               (121)       (124)
                                                       ---------   --------- 
  Net cash provided by (used in) financing activities    (15,084)     (1,003)
                                                       ---------   --------- 
Net increase (decrease) in cash and cash equivalents     (14,597)    (12,348)
Cash and cash equivalents at beginning of period          46,129      44,131 
                                                       ---------   --------- 
    Cash and cash equivalents at end of period         $  31,532   $  31,783 
                                                       =========   ========= 
</TABLE>
[FN]
The accompanying notes are an integral part of these financial statements.


                                        6
<PAGE>
<TABLE>
                      AZTAR CORPORATION AND SUBSIDIARIES
         CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)(continued)
             For the periods ended April 2, 1998 and April 3, 1997
        ---------------------------------------------------------------
                                (in thousands)
<CAPTION>
                                                              First Quarter   
                                                          -------------------
                                                            1998       1997   
                                                          --------   --------
<S>                                                       <C>        <C>
Supplemental Cash Flow Disclosures

Summary of non-cash investing and financing activities:
 Reduction in land and other long-term liabilities        $     --   $  2,000 
 Capital lease obligations incurred for property 
   and equipment                                             2,322        552 
 Tax benefit from stock options and preferred stock
   dividend                                                     18         21 
 Forfeiture of restricted stock                                 --         22 

Cash flow during the period for the following:
 Interest paid, net of amount capitalized                 $ 27,307   $ 26,686 
 Income taxes paid (refunded)                                  --      (3,398)
</TABLE>






























[FN]
The accompanying notes are an integral part of these financial statements.


                                       7
<PAGE>
<TABLE>
                      AZTAR CORPORATION AND SUBSIDIARIES
          CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (unaudited)
             For the periods ended April 2, 1998 and April 3, 1997
        ---------------------------------------------------------------
                    (in thousands, except number of shares)
<CAPTION>
                                                          First Quarter     
                                                      -------------------- 
                                                        1998        1997   
                                                      --------    -------- 
<S>                                                   <C>         <C> 
Common stock:
 Beginning and ending balance                         $    491    $    489 
                                                      --------    -------- 

Paid-in capital:
 Beginning balance                                     412,029     411,158 
 Stock options exercised for 3,405 shares in 1998           20          -- 
 Tax benefit from stock options exercised                    4          -- 
                                                      --------    -------- 
   Ending balance                                      412,053     411,158 
                                                      --------    -------- 
Retained earnings:
 Beginning balance                                      48,654      44,846 
 Preferred stock dividend and losses on redemption, 
   net of income tax benefit of $14 and $21               (154)       (174)
 Net income                                                618       2,677 
                                                      --------    -------- 
   Ending balance                                       49,118      47,349 
                                                      --------    -------- 
Treasury stock:
 Beginning balance                                     (17,126)    (17,102)
 Forfeiture of 3,334 shares of restricted stock
   in 1997                                                  --         (22)
                                                      --------    -------- 
   Ending balance                                      (17,126)    (17,124)
                                                      --------    -------- 
Unearned compensation:
 Beginning balance                                         (10)       (117)
 Amortization                                                9          22 
 Forfeiture of restricted stock                             --          22 
                                                      --------    -------- 
   Ending balance                                           (1)        (73)
                                                      --------    -------- 

                                                      $444,535    $441,799 
                                                      ========    ======== 

</TABLE>







[FN]
The accompanying notes are an integral part of these financial statements.

                                       8
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES
            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Note 1:  General
----------------
The consolidated financial statements reflect all adjustments, such adjust-
ments being normal recurring accruals, which are necessary, in the opinion of
management, for the fair presentation of the results of the interim periods;
interim results, however, may not be indicative of the results for the full
year.  

The notes to the interim consolidated financial statements are presented to
enhance the understanding of the financial statements and do not necessarily
represent complete disclosures required by generally accepted accounting
principles.  There was no interest capitalized during the quarters ended 1998
or 1997.  Capitalized costs related to various development projects, included
in other deferred charges and assets, were $2,556,000 and $954,000 at April
2, 1998 and January 1, 1998, respectively.  For additional information
regarding significant accounting policies, Las Vegas Tropicana redevelopment,
long-term debt, lease obligations, and other matters applicable to the
Company, reference should be made to the Company's Annual Report to
Shareholders for the year ended January 1, 1998.

Note 2: Investments in and Advances to Unconsolidated Partnership
-----------------------------------------------------------------
<TABLE>
Following are summarized operating results for the Company's unconsolidated
partnership, accounted for using the equity method for the periods ended 
April 2, 1998 and April 3, 1997 (in thousands):
<CAPTION>
                                                      First Quarter
                                                   -------------------
                                                     1998       1997
                                                   --------   --------
   <S>                                             <C>        <C>
   Revenues                                        $  4,122   $  4,154
   Operating expenses                                  (684)      (684)
                                                   --------   --------
   Operating income                                   3,438      3,470
   Interest expense                                  (1,292)    (1,374)
                                                   --------   --------
     Net income                                    $  2,146   $  2,096
                                                   ========   ========
</TABLE>
<TABLE>
The Company's share of the above operating results, after intercompany
eliminations, is as follows (in thousands):
<CAPTION>
                                                      First Quarter
                                                   -------------------
                                                     1998       1997
                                                   --------   --------
<S>                                                <C>        <C>
Equity in unconsolidated
    partnership's loss                             $ (1,125)  $ (1,166)

</TABLE>





                                       9
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES
      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) (continued)

Note 3:  Long-term Debt
-----------------------
<TABLE>
At April 2, 1998 and January 1, 1998, long-term debt included (in thousands):
<CAPTION>
                                                      1998       1997
                                                    --------   --------
    <S>                                             <C>        <C>
    11% Senior Subordinated Notes Due 2002          $200,000   $200,000
    13 3/4% Senior Subordinated Notes Due 2004       178,104    178,061
    Reducing revolving credit note ("Credit 
       Facility"); floating rate, 8.2% at 
       April 2, 1998; matures December 31, 1999      125,000    139,000
    Other notes payable; 7% to 14.6%; maturities
       to 2002                                         1,199      1,213
    Obligations under capital leases                   2,862        824
                                                    --------   --------
                                                     507,165    519,098
    Less current portion                             (22,718)   (27,166)
                                                    --------   --------
                                                    $484,447   $491,932
                                                    ========   ========
</TABLE>
As of April 2, 1998 and January 1, 1998, there were no borrowings under the
supplemental reducing revolving loan agreement maturing on March 15, 1999
(the "Supplemental Credit Facility").

Note 4:  Other Long-term Liabilities 
-------------------------------------
<TABLE>
At April 2, 1998 and January 1, 1998, other long-term liabilities consisted
of (in thousands):
<CAPTION>
                                                     1998       1997  
                                                   --------   --------
    <S>                                            <C>        <C>
    Accrued rent expense                           $ 11,080   $ 11,327
    Obligation to City of Evansville and
      other civic and community organizations         4,238      4,550 
    Deferred compensation and retirement plans       11,408     10,776
    Las Vegas Boulevard beautification assessment       469        482
                                                   --------   --------
                                                     27,195     27,135
    Less current portion                             (2,931)    (2,931)
                                                   --------   --------
                                                   $ 24,264   $ 24,204
                                                   ========   ========
</TABLE>
Note 5:  Income Taxes 
----------------------
The Company is responsible, with certain exceptions, for the taxes of Ramada
Inc. ("Ramada") through December 20, 1989.  The Internal Revenue Service
("IRS") has completed its examinations of the income tax returns for the
years 1988 through 1991 and has settled for all but one issue.  Income taxes
for the 1997 first quarter included a non-recurring tax benefit of $2,323,000
primarily related to cash received as a result of the settlement agreement
between the IRS and Ramada.  The IRS is examining the income tax returns for
the years 1992 and 1993.  Management believes that adequate provision for
income taxes and interest has been made in the financial statements.

                                      10
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES
      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) (continued)

Note 6:  Net Income Per Share
-----------------------------
Net income per common share and net income per common share, assuming
dilution, are computed based on the provisions of Financial Accounting
Standards Board Statement of Financial Accounting Standards No. 128, Earnings
per Share ("SFAS 128"), which superseded and simplified the standards for
computing earnings per share previously found in Accounting Principles Board
Opinion No. 15, Earnings per Share ("APB 15").  SFAS 128 replaced the
presentation of net income per common and common equivalent share under APB
15 with a presentation of net income per common share.  Net income per common
share excludes dilution and is computed by dividing income applicable to
common shareholders by the weighted-average number of common shares
outstanding.  Net income per common share, assuming dilution, is computed
similarly under SFAS 128 as it was under APB 15 and is based on the weighted-
average number of common shares outstanding after consideration of the
dilutive effect of stock options and the assumed conversion of the preferred
stock at the stated rate.  In accordance with the provisions of SFAS 128, the
Company has restated the 1997 first quarter earnings per share data.
<TABLE>
The computations under SFAS 128 of net income per common share and net income
per common share, assuming dilution, for the periods ended April 2, 1998 and
April 3, 1997, are as follows:
<CAPTION>
                                                          First Quarter     
                                                      -------------------- 
                                                        1998        1997   
                                                      --------    -------- 
<S>                                                   <C>         <C>
Net income                                            $    618    $  2,677 

Deduct: preferred stock dividends and losses on
  redemption (net of income tax benefits of $14
  and $21 credited to retained earnings)                  (154)       (174)
                                                      --------    -------- 
Net income applicable to computations                 $    464    $  2,503 
                                                      ========    ======== 
Weighted-average common shares applicable to net
  income per common share                               45,202      45,005 

Effect of dilutive securities:
  Stock option incremental shares                          861         765 
  Assumed conversion of preferred stock                    879         929 
                                                      --------    -------- 
                                                         1,740       1,694 
                                                      --------    -------- 
Weighted-average common shares applicable to net
  income per common share assuming dilution             46,942      46,699 
                                                      ========    ======== 

Net income per common share                           $    .01    $    .06 

Net income per common share assuming dilution         $    .01    $    .05 
</TABLE>



                                      11
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES
      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) (continued)

Note 7:  Contingencies and Commitments
--------------------------------------
The Company agreed to indemnify Ramada against all monetary judgments in
lawsuits pending against Ramada and its subsidiaries as of the conclusion of
the restructuring of Ramada (the "Restructuring") on December 20, 1989, as
well as all related attorneys' fees and expenses not paid at that time,
except for any judgments, fees or expenses accrued on the hotel business
balance sheet and except for any unaccrued and unreserved aggregate amount up
to $5,000,000 of judgments, fees or expenses related exclusively to the hotel
business.  Aztar is entitled to the benefit of any crossclaims or
counterclaims related to such lawsuits and of any insurance proceeds
received.  In addition, the Company agreed to indemnify Ramada for various
lease guarantees made by Ramada relating to the restaurant business conducted
through its Marie Callender Pie Shops, Inc. subsidiary.  In connection with
these matters, the Company has an accrued liability of $3,902,000 and
$3,905,000 at April 2, 1998 and January 1, 1998, respectively.

The Company is a party to various other claims, legal actions and complaints
arising in the ordinary course of business or asserted by way of defense or
counterclaim in actions filed by the Company.  Management believes that its
defenses are substantial in each of these matters and that the Company's
legal posture can be successfully defended without material adverse effect on
its consolidated financial statements.

The Tropicana Las Vegas lease agreement contains a provision that requires
the Company to maintain an additional security deposit with the lessor of
$21,000,000 in cash or a letter of credit if the Tropicana Las Vegas
operation fails to meet certain financial tests.  A determination was made
for the period ended April 2, 1998, that the additional security deposit
would be required by July 1, 1998; however, the lessor has waived the
requirement.  The Company has a 50% partnership interest in the lessor.

The Company has severance agreements with certain of its senior executives. 
Severance benefits range from a lump-sum cash payment equal to three times
the sum of the executive's annual base salary and the average of the
executive's annual bonuses awarded in the preceding three years plus payment
of the value in his outstanding stock options and vesting and distribution of
any restricted stock to a lump-sum cash payment equal to the sum of his
annual base salary and average bonus, plus the other described benefits.  In
certain agreements, the termination must be as a result of a change in
control of the Company.  Based upon current salary levels and stock options,
the aggregate commitment under the severance agreements should all these
executives be terminated was approximately $16,000,000 at April 2, 1998.












                                      12
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES


Item 2.  Management's Discussion and Analysis

Financial Condition

During the first quarter of 1998, the Company borrowed $84.7 million and
repaid $98.7 million under the Credit Facility, leaving an outstanding
balance of $125 million at April 2, 1998.  As of April 2, 1998, there were no
borrowings under the Supplemental Credit Facility.  The Company's debt to
operating cash flow ratio as calculated under the Credit Facility was 3.98 to
1 at April 2, 1998 and the maximum allowable ratio was 4.90 to 1.  The
Company's senior debt to operating cash flow ratio was 1.37 to 1 at April 2,
1998 and the maximum allowable ratio was 1.75 to 1.

The Tropicana Las Vegas lease agreement contains a provision that requires
the Company to maintain an additional security deposit with the lessor of $21
million in cash or a letter of credit if the Tropicana Las Vegas operation
fails to meet certain financial tests.  A determination was made for the
period ended April 2, 1998, that the additional security deposit would be
required by July 1, 1998; however, the lessor has waived the requirement. 

Results of Operations

Quarter Ended April 2, 1998 Compared to Quarter Ended April 3, 1997

The Company's consolidated revenues for the 1998 first quarter were $196.8
million, a 4% increase over $189.8 million for the 1997 first quarter. 
Consolidated casino revenue was $7.1 million or 5% higher in the 1998 versus
1997 first quarter, reflecting increases at Tropicana Atlantic City and the
Company's riverboat properties that were partially offset by decreases at the
Company's properties in Nevada.  Consolidated operating income was $16.9
million for the first quarter of 1998, down slightly from $17.1 million for
the first quarter of 1997. 

Consolidated interest expense was $0.7 million or 4% lower in the 1998 versus
1997 first quarter primarily as a result of lower levels of debt outstanding
during the first quarter of 1998 in connection with the Credit Facility.

For a discussion of income taxes, refer to "Note 5: Income Taxes".

TROPICANA ATLANTIC CITY  Total revenues at Tropicana Atlantic City were
$100.1 million in the 1998 first quarter, up 8% from $92.4 million in the
1997 first quarter.  Casino revenue was 8% higher in the 1998 versus 1997
first quarter, primarily reflecting a 20% increase in games revenue combined
with a 3% increase in slot revenue.  The increase in games revenue was a
result of increases in the hold percentage and the volume of play.  The
increase in slot revenue was attained in spite of a reduction in coin offers
to slot players.

Tropicana Atlantic City had operating income of $13.9 million in the 1998
first quarter, a 64% improvement over $8.4 million in the 1997 first quarter. 
Casino costs were 1% lower in the 1998 versus 1997 first quarter primarily
due to a 21% reduction in coin offers to slot players that more than offset
increased costs related to the increase in casino revenue.  The provision for


                                      13
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES

doubtful accounts was $1.2 million higher in the 1998 versus 1997 first
quarter due to an increase in the allowance for potential uncollectible
markers associated with the property's ongoing emphasis on the games segment
of the business. Operating income is after rent and depreciation and
amortization expenses.  Rent expense was $1.9 million in the 1998 first
quarter compared to $1.4 million in the 1997 first quarter.  Depreciation and
amortization was $5.5 million in both periods.

TROPICANA LAS VEGAS  At Tropicana Las Vegas, total revenues were $37.6
million in the 1998 first quarter, an 8% decrease from $40.8 million in the
1997 first quarter.  Casino revenue was 10% lower in the 1998 versus 1997
first quarter, primarily due to a 26% decrease in games revenue that was
partially offset by a 4% increase in slot revenue.  The decrease in games
revenue was primarily attributable to a decline in baccarat revenue in the
1998 versus 1997 first quarter.  The decrease in baccarat revenue was a
result of decreases in the volume of play and the hold percentage.

Tropicana Las Vegas had an operating loss of $3.5 million for the 1998 first
quarter compared to operating income of $0.6 million for the 1997 first
quarter.  Operating loss or income is after rent and depreciation and
amortization expenses.  Rent expense was $2.5 million in the 1998 first
quarter compared to $2.3 million in the 1997 first quarter.  Depreciation and
amortization was $2.5 million in the first quarter of 1998 compared to $2.2
million in last year's first quarter.

RAMADA EXPRESS  At Ramada Express, total revenues were $21.3 million in the
1998 first quarter, down 3% from $22.0 million in the 1997 first quarter. 
Operating income was $2.9 million in the 1998 first quarter compared to $4.3
million in the 1997 first quarter.  Operating income is after rent and
depreciation and amortization expenses.  Rent expense was $0.1 million in
both periods.  Depreciation and amortization was $1.7 million in the 1998
first quarter compared to $1.8 million in the 1997 first quarter.

CASINO AZTAR EVANSVILLE  Total revenues at Casino Aztar Evansville were $31.3
million in the 1998 first quarter, a 10% increase over $28.4 million in last
year's first quarter.  Operating income was $8.0 million in the 1998 first
quarter, an 8% improvement over $7.4 million in the 1997 first quarter. 
Operating income is after rent and depreciation and amortization expenses. 
Rent expense was $0.8 million in the first quarter of 1998 compared to $0.6
million in the first quarter of 1997.  Depreciation and amortization was $2.4
million in the 1998 first quarter compared to $2.3 million in last year's
first quarter.

CASINO AZTAR CARUTHERSVILLE  Total revenues at Casino Aztar Caruthersville
were $6.5 million in the 1998 first quarter compared to $6.2 million in the
1997 first quarter.  Casino Aztar Caruthersville had an operating loss of
$0.3 million in the first quarter of 1998 compared to $0.7 million in the
first quarter of 1997.  Operating loss is after depreciation and amortization
of $0.8 million in the 1998 first quarter compared to $0.9 million in the
1997 first quarter.

Other Matters

In April 1998, the Accounting Standards Executive Committee of the American
Institute of Certified Public Accountants issued a Statement of Position No. 

                                      14
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                      AZTAR CORPORATION AND SUBSIDIARIES

98-5 entitled "Reporting on the Costs of Start-up Activities" ("SOP").  The
SOP stipulates that all costs that meet its definition of start-up
activities, which the Company has referred to as preopening costs, must be
expensed as incurred.  The provisions of the SOP are effective for fiscal
years beginning after December 15, 1998.  Upon adoption, entities are
required to write off all capitalized start-up costs as a cumulative effect
of a change in accounting principle.  Entities are not required to report the
pro forma effect of retroactive application.  The Company will adopt this SOP
when required.  The Company's policy is, and has been, to capitalize these
costs as incurred and to expense them in the period the related facility
commences operations.  Adoption of the SOP will have only a prospective
effect on the Company's financial statements as there are no capitalized
preopening costs at April 2, 1998 and the Company is not, nor plans to be,
engaged in start-up activities in 1998.

Management has initiated an enterprise-wide program to prepare the Company's
computer systems and applications for the year 2000.  This is necessary
because computer programs have been written using two digits rather than four
to define the applicable year.  The Company expects to incur internal staff
costs as well as consulting and other expenses related to infrastructure and
facilities enhancements necessary to prepare the systems for the year 2000. 
Tropicana Atlantic City has undertaken a $6 million capital program, which is
expected to be complete by July 1999, to purchase upgrades for its major
hardware and software systems.  When this capital program is completed, the
Atlantic City Tropicana should have addressed most of its year 2000 issues. 
Tropicana Las Vegas and Ramada Express have decided to purchase upgrades for
several major software systems.  Conversion to these upgrades is expected to
be completed by July 1999.  The cost of these new software systems for both
operations combined is approximately $2.0 million which represents
substantially all of the expected costs to make both these properties year
2000 compliant.  Casino Aztar Evansville and Casino Aztar Caruthersville use
primarily third-party standard vendor software and are working with such
vendors to ensure year 2000 compliance and no significant costs are expected
to be incurred at these properties.  The Company expects its year 2000 date
conversion projects to be completed on a timely basis.  However, there can be
no assurance that the systems of other companies on which the Company's
systems rely will be timely converted or that any such failure to convert by
another company would not have an adverse effect on the Company's systems.

                          PART - II OTHER INFORMATION

Item 1.  Legal Proceedings 

(a)  In connection with Case No. CV-S-94-1126-DAE(RJJ)-BASE FILE (the
     "Poulos/Ahearn Case"), Case No. CV-S-95-00923-LDG(RJJ)(the "Schreier
     Case") and Case No. CV-S-95-936 LDG(RLH)(the "Cruise Ship Case"),
     (collectively, the "Consolidated Cases"), as reported under Part I, Item
     3 of the Company's Form 10-K for the year ended January 1, 1998, the
     plaintiffs filed a motion on March 18, 1998, for class certification. 
     On March 19, 1998, the Magistrate Judge granted defendants' motion
     seeking to bifurcate discovery into "class" and "merits" phases, and to
     stay "merits" discovery pending a decision on plaintiffs' motion for
     class certification.  The Magistrate's order (rendered orally at the
     conclusion of the hearing) gives the defendants until May 22, 1998, to
     complete discovery from the class representatives, and until June 12, 

                                      15
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES

     1998, to file their opposition to the motion for class certification. 
     The plaintiffs' reply memorandum is due on June 30, 1998, and the matter
     will then be submitted to the court for decision.  The stay of merits
     discovery remains in effect until the court decides the motion for class
     certification.  

Item 6. Exhibits and Reports on Form 8-K

 (a) Exhibits
                                                                    Page No. 
                                                                   ----------
3.    Second Amended and Restated By-Laws of Aztar
      Corporation, as adopted February 25, 1998.                  *

10.1  Amendment to Severance Agreement, dated March 23,
      1998, by and between Aztar Corporation and Paul
      E. Rubeli.                                                  *

10.2  Amendment to Severance Agreement, dated March 24,
      1998, by and between Aztar Corporation and Robert
      M. Haddock.                                                 *

10.3  Amendment to Severance Agreement, dated March 24,
      1998, by and between Aztar Corporation and Nelson
      W. Armstrong, Jr.                                           *

10.4  Amendment to Severance Agreement, dated March 24,
      1998, by and between Aztar Corporation and
      Meridith P. Sipek.                                          *

10.5  Amendment to Severance Agreement, dated March 24,
      1998, by and between Aztar Corporation and Joe
      Cole.                                                       *

10.6  Amendment to Severance Agreement, dated March 24,
      1998, by and between Aztar Corporation and Neil 
      A. Ciarfalia.                                               *

27.   Financial Data Schedule.                                    *

*     See exhibit index at page E-1 of this report for a
      listing of exhibits filed with this report.

      All other exhibits have been omitted because the
      information is either not required or not applicable.

(b)  Reports on Form 8-K:

          On February 3, 1998, the Company filed a report on Form
          8-K (as amended and replaced in its entirety by Form 8-
          K/A filed the same day) under Item 5.  Other Events to
          file, as Exhibit 99.1, a news release issued by the
          Registrant which referenced, as Exhibit 99.2, an option
          agreement dated February 2, 1998, entered into between
          the Company and the parties constituting the Jaffe
          Group.
                                16
<PAGE>




               AZTAR CORPORATION AND SUBSIDIARIES

                           SIGNATURES


Pursuant to the requirements 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.




                                       AZTAR CORPORATION       
                                 ------------------------------
                                         (Registrant)





Date  May 13, 1998               By  ROBERT M. HADDOCK     
     --------------------------     ---------------------------
                                    Robert M. Haddock
                                    Executive Vice President and
                                    Chief Financial Officer





























                               17
<PAGE>

                AZTAR CORPORATION AND SUBSIDIARIES


Exhibit Index
-------------

3.    Second Amended and Restated By-Laws of Aztar Corporation, as
      adopted February 25, 1998.

10.1  Amendment to Severance Agreement, dated March 23, 1998, by and
      between Aztar Corporation and Paul E. Rubeli.

10.2  Amendment to Severance Agreement, dated March 24, 1998, by and
      between Aztar Corporation and Robert M. Haddock.

10.3  Amendment to Severance Agreement, dated March 24, 1998, by and
      between Aztar Corporation and Nelson W. Armstrong, Jr.

10.4  Amendment to Severance Agreement, dated March 24, 1998, by and
      between Aztar Corporation and Meridith P. Sipek.

10.5  Amendment to Severance Agreement, dated March 24, 1998, by and
      between Aztar Corporation and Joe Cole.

10.6  Amendment to Severance Agreement, dated March 24, 1998, by and
      between Aztar Corporation and Neil A. Ciarfalia.

27.   Financial Data Schedule.





























                                 E-1
<PAGE>