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 October 2, 1997
                               ---------------
                             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 October 30, 1997, the registrant had outstanding 45,197,253 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 October 2, 1997 and
    January 2, 1997                                                   3

    Consolidated Statements of Operations for the quarters 
    and nine months ended October 2, 1997 and September 26, 1996      5

    Consolidated Statements of Cash Flows for the nine months
    ended October 2, 1997 and September 26, 1996                      7

    Consolidated Statements of Shareholders' Equity for the 
    nine months ended October 2, 1997 and September 26, 1996          9 

    Notes to Consolidated Financial Statements                       10
                                                



















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

                                              October 2,       January 2,
                                                 1997             1997
                                              ----------       ----------
Assets
Current assets:
  Cash and cash equivalents                   $   32,702       $   44,131
  Accounts receivable, net                        41,271           41,723
  Refundable income taxes                             --            1,201
  Inventories                                      6,641            7,508
  Prepaid expenses                                11,452            9,772
  Deferred income taxes, net                       8,349            8,985
                                              ----------       ----------
    Total current assets                         100,415          113,320

Investments in and advances to 
  unconsolidated partnership                       9,612           10,360
Other investments                                 25,949           26,697

Property and equipment:
  Buildings, riverboats and equipment, net       809,201          827,103
  Land                                            94,067           95,747
  Construction in progress                         3,613            3,820
  Leased under capital leases, net                   743              389
                                              ----------       ----------
                                                 907,624          927,059

Deferred income taxes, net                           764            2,565
Other deferred charges and assets                 38,248           39,581
                                              ----------       ----------

                                              $1,082,612       $1,119,582
                                              ==========       ==========

















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



                                     3
<PAGE>
                    AZTAR CORPORATION AND SUBSIDIARIES
            CONSOLIDATED BALANCE SHEETS (unaudited) (continued)
                  ---------------------------------------
                     (in thousands, except share data)

                                            October 2,       January 2,
                                               1997             1997   
                                            ----------       ----------

Liabilities and Shareholders' Equity
Current liabilities:              
  Accounts payable and accruals             $   52,625       $   66,048
  Accrued payroll and employee benefits         22,241           22,571
  Accrued interest payable                       1,923           13,288
  Income taxes payable                           2,203            1,112
  Current portion of long-term debt             19,404           12,960
  Current portion of other long-term 
    liabilities                                  3,178            4,259
                                            ----------       ----------
    Total current liabilities                  101,574          120,238

Long-term debt                                 500,753          527,006
Other long-term liabilities                     24,827           27,042
Contingencies and commitments
Series B ESOP convertible preferred stock
  (redemption value $6,422 and $7,226)           6,422            6,022

Shareholders' equity:
  Common stock, $.01 par value (45,187,267 
    and 45,000,287 shares outstanding)             491              489
  Paid-in capital                              411,986          411,158
  Retained earnings                             53,715           44,846
  Less: Treasury stock                         (17,126)         (17,102)
        Unearned compensation                      (30)            (117)
                                            ----------       ----------
    Total shareholders' equity                 449,036          439,274
                                            ----------       ----------

                                            $1,082,612       $1,119,582 
                                            ==========       ==========















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


                                     4
<PAGE>
                       AZTAR CORPORATION AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
          For the periods ended October 2, 1997 and September 26, 1996
         ---------------------------------------------------------------
                      (in thousands, except per share data)

                                          Third Quarter        Nine Months    
                                      ------------------   ------------------ 
                                        1997      1996       1997      1996   
                                      --------  --------   --------  -------- 
Revenues
  Casino                              $166,689  $173,199   $488,355  $482,029 
  Rooms                                 13,096    12,008     39,695    35,141 
  Food and beverage                     13,293    12,753     39,142    37,634 
  Other                                  8,796     6,317     24,825    19,172 
                                      --------  --------   --------  -------- 
                                       201,874   204,277    592,017   573,976 
Costs and expenses
  Casino                                75,650    82,744    224,112   232,984 
  Rooms                                  7,601     7,418     22,854    20,733 
  Food and beverage                     14,024    13,422     41,351    39,037 
  Other                                  6,774     6,917     18,848    19,209 
  Marketing                             23,682    22,366     64,522    62,370 
  General and administrative            16,262    17,988     52,133    52,603 
  Utilities                              4,090     4,870     11,018    11,433 
  Repairs and maintenance                5,963     6,492     17,807    17,984 
  Provision for doubtful accounts        2,056     1,233      7,261     3,347 
  Property taxes and insurance           5,715     5,971     18,072    17,411 
  Rent                                   5,711     4,335     15,493    11,054 
  Depreciation and amortization         13,035    12,194     38,431    36,407 
  Preopening costs                          --     2,197         --     2,273 
                                      --------  --------   --------  -------- 
                                       180,563   188,147    531,902   526,845 
                                      --------  --------   --------  -------- 
Operating income                        21,311    16,130     60,115    47,131 

  Interest income                          514       545      1,541     1,762 
  Interest expense                     (15,626)  (14,327)   (47,181)  (42,572)
                                      --------  --------   --------  -------- 
Income before other items and 
  income taxes                           6,199     2,348     14,475     6,321 

  Equity in unconsolidated 
    partnership's loss                  (1,159)   (1,139)    (3,483)   (3,542)
                                      --------  --------   --------  -------- 
Income before income taxes               5,040     1,209     10,992     2,779 

  Income taxes                          (1,797)   (1,162)    (1,643)   (1,923)
                                      --------  --------   --------  -------- 
Net income                            $  3,243  $     47   $  9,349  $    856 
                                      ========  ========   ========  ======== 




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


                                        5
<PAGE>
                       AZTAR CORPORATION AND SUBSIDIARIES
          CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)(continued)
          For the periods ended October 2, 1997 and September 26, 1996
         ---------------------------------------------------------------
                      (in thousands, except per share data)

                                          Third Quarter       Nine Months     
                                      ------------------   ------------------ 
                                        1997      1996       1997      1996   
                                      --------   -------   --------  -------- 
Net income per common and common 
  equivalent share                    $    .07   $    --   $    .19  $    .01 

Net income per common share 
  assuming full dilution              $    .07   $    --   $    .19  $    .01 

Weighted average common shares applicable to:
  Net income per common and common 
    equivalent share                    45,789    43,704     45,768    40,878 
  Net income per common share 
    assuming full dilution              46,757    44,660     46,720    41,873 


































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


                                        6
<PAGE>
                       AZTAR CORPORATION AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
          For the periods ended October 2, 1997 and September 26, 1996
         ---------------------------------------------------------------
                                 (in thousands)
                                                            Nine Months 
                                                       ---------------------
                                                          1997       1996   
Cash Flows from Operating Activities                   ---------   ---------
Net income                                             $   9,349   $     856 
Adjustments to reconcile net income 
  to net cash provided by operating activities: 
   Depreciation and amortization                          40,447      38,830 
   Provision for losses on accounts receivable             7,261       3,347 
   Loss on reinvestment obligation                           751         520 
   Rent expense                                             (777)       (645)
   Distribution in excess of equity in income 
     of partnership                                          748         819 
   Deferred income taxes                                   2,437          13 
   Change in assets and liabilities:
     (Increase) decrease in accounts receivable           (5,972)    (13,045)
     (Increase) decrease in refundable income taxes        1,201         341 
     (Increase) decrease in inventories and 
       prepaid expenses                                   (2,009)        (62)
     Increase (decrease) in accounts payable,
       accrued expenses and income taxes payable         (24,160)     10,505 
     Other items, net                                        503       4,472 
                                                       ---------   --------- 
  Net cash provided by (used in) operating activities     29,779      45,951 
                                                       ---------   --------- 
Cash Flows from Investing Activities
Payments received on notes receivable                      1,310       1,150 
Reduction in other investments                             2,738         383 
Purchases of property and equipment                      (17,454)    (98,307)
Additions to other long-term assets                       (5,628)     (4,840)
                                                       ---------   --------- 
  Net cash provided by (used in) investing activities    (19,034)   (101,614)
                                                       ---------   --------- 
Cash Flows from Financing Activities
Proceeds from issuance of long-term debt                 171,300     154,800 
Proceeds from issuance of common stock                       657      57,674 
Principal payments on long-term debt                    (191,888)   (146,685)
Principal payments on other long-term liabilities           (964)     (4,313)
Debt issuance costs                                         (195)         -- 
Preferred stock dividend                                    (689)       (726)
Redemption of preferred stock                               (395)       (376)
                                                       ---------   --------- 
  Net cash provided by (used in) financing activities    (22,174)     60,374 
                                                       ---------   --------- 
Net increase (decrease) in cash and cash equivalents     (11,429)      4,711 
Cash and cash equivalents at beginning of period          44,131      26,527 
                                                       ---------   --------- 
    Cash and cash equivalents at end of period         $  32,702   $  31,238 
                                                       =========   ========= 

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


                                        7
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES
         CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)(continued)
         For the periods ended October 2, 1997 and September 26, 1996
        ---------------------------------------------------------------
                                (in thousands)
                                                               Nine Months    
                                                          -------------------
                                                            1997       1996   
                                                          --------   --------

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                                               552         -- 
 Tax benefit from stock options and preferred stock
   dividend                                                    229        840 
 Issuance of restricted stock                                   --        136 
 Forfeiture of restricted stock                                 24         57 

Cash flow during the period for the following:
 Interest paid, net of amount capitalized                 $ 56,592   $ 31,537 
 Income taxes paid (refunded)                               (3,314)     1,075 































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


                                       8
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES
          CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (unaudited)
         For the periods ended October 2, 1997 and September 26, 1996
        ---------------------------------------------------------------
                    (in thousands, except number of shares)

                                                           Nine Months      
                                                      -------------------- 
                                                        1997        1996   
                                                      --------    -------- 
Common stock:
 Beginning balance                                    $    489    $    422 
 Issuance of 6,279,200 shares of common stock in 1996       --          63 
 Stock options exercised for 171,348 and 
   376,315 shares                                            2           4 
                                                      --------    -------- 
   Ending balance                                          491         489 
                                                      --------    -------- 
Paid-in capital:
 Beginning balance                                     411,158     352,221 
 Issuance of common stock                                   --      55,813 
 Stock options exercised                                   655       1,794 
 Tax benefit from stock options exercised                  173         762 
 Restricted stock                                           --         136 
                                                      --------    -------- 
   Ending balance                                      411,986     410,726 
                                                      --------    -------- 
Retained earnings:
 Beginning balance                                      44,846      24,922 
 Preferred stock dividend and losses on redemption, 
   net of income tax benefit of $56 and $78               (480)       (501)
 Net income                                              9,349         856 
                                                      --------    -------- 
   Ending balance                                       53,715      25,277 
                                                      --------    -------- 
Treasury stock:
 Beginning balance                                     (17,102)    (17,027)
 Forfeiture of 3,668 and 8,667 shares 
   of restricted stock                                     (24)        (57)
                                                      --------    -------- 
   Ending balance                                      (17,126)    (17,084)
                                                      --------    -------- 
Unearned compensation:
 Beginning balance                                        (117)       (879)
 Restricted stock                                           --        (136)
 Amortization                                               63         774 
 Forfeiture of restricted stock                             24          57 
                                                      --------    -------- 
   Ending balance                                          (30)       (184)
                                                      --------    -------- 

                                                      $449,036    $419,224 
                                                      ========    ======== 



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

                                       9
<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 quarter or nine
months ended 1997.  The interest that was capitalized during the quarter and
nine months ended 1996 was $1,027,000 and $3,750,000, respectively. 
Capitalized costs related to various development projects, included in other
deferred charges and assets, were $359,000 at October 2, 1997.  There were no
capitalized costs related to development projects at January 2, 1997.  For
additional information regarding significant accounting policies, 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 2, 1997.

Certain reclassifications have been made in the 1996 Consolidated Statement
of Operations in order to be comparable with the 1997 presentation.

Note 2: Investments in and Advances to Unconsolidated Partnership
-----------------------------------------------------------------
Following are summarized operating results for the Company's unconsolidated
partnership, accounted for using the equity method for the periods ended 
October 2, 1997 and September 26, 1996 (in thousands):

                              Third Quarter            Nine Months
                            -------------------    -------------------
                              1997       1996        1997       1996
                            --------   --------    --------   --------
   Revenues                 $  4,165   $  4,128    $ 12,470   $ 12,436
   Operating expenses           (684)      (631)     (2,051)    (2,061)
                            --------   --------    --------   --------
   Operating income            3,481      3,497      10,419     10,375
   Interest expense           (1,360)    (1,372)     (4,093)    (4,200)
                            --------   --------    --------   --------
     Net income             $  2,121   $  2,125    $  6,326   $  6,175
                            ========   ========    ========   ========

The Company's share of the above operating results, after intercompany
eliminations, is as follows (in thousands):

                               Third Quarter           Nine Months
                            -------------------    -------------------
                              1997       1996        1997       1996
                            --------   --------    --------   --------
Equity in unconsolidated
    partnership's loss      $ (1,159)  $ (1,139)   $ (3,483)  $ (3,542)


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

Note 3:  Long-term Debt
-----------------------
At October 2, 1997 and January 2, 1997, long-term debt included (in
thousands):

                                                      1997       1996
                                                    --------   --------
    11% Senior Subordinated Notes Due 2002          $200,000   $200,000
    13 3/4% Senior Subordinated Notes Due 2004       178,020    177,904
    Reducing revolving credit note ("Credit 
       Facility"); floating rate, 8.3% at 
       October 2, 1997; matures December 31, 1999    140,000    160,000
    Other notes payable; 7% to 14.6%; maturities
       to 2002                                         1,240      1,521
    Obligations under capital leases                     897        541
                                                    --------   --------
                                                     520,157    539,966
    Less current portion                             (19,404)   (12,960)
                                                    --------   --------
                                                    $500,753   $527,006
                                                    ========   ========

On March 13, 1997, the Company entered into a supplemental reducing revolving
loan agreement maturing on March 15, 1999 (the "Supplemental Credit
Facility"). The Company has obtained bank commitments under the Supplemental
Credit Facility for $25,000,000.  The Supplemental Credit Facility has terms
and imposes restrictions on the Company similar to the Credit Facility.  The
availability of funds under the Supplemental Credit Facility will reduce
quarterly beginning on June 30, 1998 by $4,000,000.  As of October 2, 1997,
there were no borrowings under the Supplemental Credit Facility.

Note 4:  Other Long-term Liabilities 
-------------------------------------
At October 2, 1997 and January 2, 1997, other long-term liabilities consisted
of (in thousands):

                                                     1997       1996  
                                                   --------   --------
    Accrued rent expense                           $ 11,534   $ 12,311
    Obligation to City of Evansville and
      other civic and community organizations         5,363      8,300 
    Deferred compensation and retirement plans       10,626     10,181
    Las Vegas Boulevard beautification assessment       482        509
                                                   --------   --------
                                                     28,005     31,301
    Less current portion                             (3,178)    (4,259)
                                                   --------   --------
                                                   $ 24,827   $ 27,042
                                                   ========   ========






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

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 nine months ended 1997 include a non-recurring tax benefit of
$2,323,000 in the first quarter of 1997, 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.

Note 6:  Net Income Per Share
-----------------------------
Net income per common and common equivalent share is computed based on the
weighted average number of common shares outstanding after consideration of
the dilutive effect of stock options.  Net income per common share, assuming
full dilution, is computed 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. 
Net income for both computations is adjusted for dividends and redemption
losses on the preferred stock.

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 $3,909,000 and
$3,931,000 at October 2, 1997 and January 2, 1997, 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
approximately $21,064,000 in cash or a letter of credit if the Tropicana Las
Vegas operation fails to meet certain financial tests.  The Company has a 50%
partnership interest in the lessor.


                                      12
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES
      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) (continued)

Note 7:  Contingencies and Commitments (continued)
--------------------------------------------------
The Company has severance agreements with certain of its senior executives. 
Severance benefits range from a lump-sum cash payment equal to twice the sum
of the executive's annual base salary plus twice 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 his base salary.  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 $12,100,000 at October 2, 1997.











































                                      13
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES


Item 2.  Management's Discussion and Analysis

Financial Condition

On March 13, 1997, the Company entered into a supplemental reducing revolving
loan agreement maturing on March 15, 1999 (the "Supplemental Credit
Facility"). The Company has obtained bank commitments under the Supplemental
Credit Facility for $25 million.  The Supplemental Credit Facility has terms
and imposes restrictions on the Company similar to the Credit Facility.  The
availability of funds under the Supplemental Credit Facility will reduce
quarterly beginning on June 30, 1998 by $4 million.  As of October 2, 1997,
there were no borrowings under the Supplemental Credit Facility.

During the nine months of 1997, the Company borrowed $171.3 million and
repaid $191.3 million under the Credit Facility, leaving an outstanding
balance of $140 million at October 2, 1997.  The Company's debt to operating
cash flow ratio as calculated under the Credit Facility was 4.01 to 1 at
October 2, 1997 and the maximum allowable ratio was 5.00 to 1.  The Company's
senior debt to operating cash flow ratio was 1.43 to 1 at October 2, 1997 and
the maximum allowable ratio was 1.95 to 1.

Results of Operations

Nine Months Ended October 2, 1997 Compared to Nine Months Ended September 26,
1996

The Company's consolidated revenues for the 1997 nine-month period were
$592.0 million, a 3% increase over $574.0 million for the 1996 nine-month
period.  Consolidated rooms revenue was $4.6 million higher in the 1997
versus 1996 nine-month period primarily as a result of the added rooms
capacity at Tropicana Atlantic City due to the opening in late April 1996 of
a new 604-room hotel tower and the opening in December 1996 of a 250-room
hotel at Casino Aztar Evansville.  Consolidated operating income for the 1997
nine-month period was $60.1 million, a 28% increase over $47.1 million for
the nine-month period of 1996.  Improved operating results at Tropicana
Atlantic City, Casino Aztar Evansville and Casino Aztar Caruthersville were
more than sufficient to offset lower operating results at Tropicana Las Vegas
and Ramada Express.  The Tropicana Atlantic City results for the 1996 nine-
month period were reduced as a result of severe winter weather, disruption
from the expansion and renovation activities at the property, and start-up
costs associated with the major expansion completed in July 1996. 
Consolidated operating income for the nine-month period of 1996 is after the
writeoff of preopening costs of $2.3 million.  Consolidated operating results
for the 1996 nine-month period reflected a $641,000 pretax loss on disposal
of assets, included in consolidated general and administrative expense,
related to the construction of new facilities.

Consolidated interest expense increased by $4.6 million or 11% in the 1997
versus 1996 nine-month period primarily as a result of discontinuing the
capitalization of interest as the Company's major construction projects were
completed in phases in 1996.

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

                                      14
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES


TROPICANA ATLANTIC CITY Total revenues at Tropicana Atlantic City were $302.5
million in the 1997 nine-month period, up 6% from $284.9 million in the 1996
nine-month period.  Casino revenue was 4% higher in the 1997 versus 1996
nine-month period, primarily reflecting a 29% increase in games revenue that
was partially offset by a 5% decrease in slot revenue.  Slot revenue
decreased due to a reduction in coin offers to slot players.  Rooms revenue
was $3.5 million or 60% higher in the 1997 nine-month period due to an
increase in occupied rooms primarily attributable to the opening in late
April 1996 of the new hotel tower and to an increase in the percentage of
rooms occupied on a non-complimentary basis.

Tropicana Atlantic City had operating income of $40.8 million in the 1997
nine-month period, a 45% improvement over $28.2 million in the 1996 nine-
month period.  The Tropicana Atlantic City results for the 1996 nine-month
period were reduced as a result of the factors noted above.  Casino costs
were 6% lower in the 1997 versus 1996 nine-month period primarily due to a
$16.9 million reduction in coin offers to slot players that more than offset
increased costs related to the increase in casino revenue.  The reduction in
coin offers consisted of a $12.0 million reduction in direct mail and cash-
back coin offers and a $4.9 million reduction in line and charter bus coin. 
Rooms costs were 43% higher in the 1997 versus 1996 nine-month period
primarily due to increased direct costs associated with the new hotel tower. 
The provision for doubtful accounts was $1.1 million higher in the 1997
versus 1996 nine-month period 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 for the 1996
nine-month period is after the writeoff of preopening costs of $2.3 million. 
Operating income is after rent and depreciation and amortization expenses. 
Rent expense increased to $5.1 million in the 1997 nine-month period from
$1.8 million in the 1996 nine-month period as a result of an increased number
of operating leases associated with the new facilities.  Depreciation and
amortization was $16.5 million in the 1997 nine-month period compared to
$15.7 million in the 1996 nine-month period.

TROPICANA LAS VEGAS  At Tropicana Las Vegas, total revenues were $119.3
million in the 1997 nine-month period, down slightly from $121.5 million in
the 1996 nine-month period.  Casino revenue was 3% lower in the 1997 versus
1996 nine-month period as an 11% decrease in slot revenue due to a supply
increase in the market more than offset a 6% increase in games revenue. 
Tropicana Las Vegas had an operating loss of $2.1 million for the 1997 nine-
month period compared to an operating loss of $1.0 million for the 1996 nine-
month period.  The provision for doubtful accounts was $2.7 million higher in
the 1997 versus 1996 nine-month period due to an increase in the allowance
for potential uncollectible markers associated with the property's ongoing
emphasis on premium table game business.  Operating income is after rent and
depreciation and amortization expenses.  Rent expense was $7.3 million in the
1997 nine-month period compared to $6.8 million in the 1996 nine-month
period.  Depreciation and amortization was $7.0 million in the 1997 nine-
month period compared to $6.5 million in the 1996 nine-month period.






                                      15
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES

RAMADA EXPRESS  At Ramada Express, total revenues were $62.3 million in the
1997 nine-month period, up slightly from $61.2 million in the 1996 nine-month
period.  Operating income was $8.3 million in the 1997 nine-month period, a
4% decrease from $8.7 million in the 1996 nine-month period.  Operating
income is after rent and depreciation and amortization expenses.  Rent
expense was $0.4 million in the 1997 nine-month period compared to $0.2
million in the 1996 nine-month period.  Depreciation and amortization was
$5.4 million in both periods.

CASINO AZTAR EVANSVILLE  Total revenues at Casino Aztar Evansville were $89.5
million in the 1997 nine-month period, a 4% increase over $86.2 million in
last year's nine-month period.  Casino Aztar Evansville's hotel, which opened
in December 1996, contributed $2.1 million to consolidated rooms revenue in
the 1997 nine-month period.  Operating income was $23.1 million in the 1997
nine-month period, a 3% improvement over $22.4 million in the 1996 nine-month
period.  Operating results included $0.6 million of rooms costs associated
with the hotel.  Operating income is after rent and depreciation and
amortization expenses.  Rent expense was $2.4 million in the 1997 nine-month
period compared to $2.0 million in the 1996 nine-month period.  Depreciation
and amortization was $6.9 million in the 1997 nine-month period compared to
$6.0 million in the 1996 nine-month period.

CASINO AZTAR CARUTHERSVILLE  Total revenues at Casino Aztar Caruthersville
were $18.4 million in the nine-month period of 1997 compared to $20.2 million
in the nine-month period of last year.  Casino Aztar Caruthersville had an
operating loss of $2.1 million in the 1997 nine-month period compared to $2.4
million in the 1996 nine-month period. Operating income is after depreciation
and amortization of $2.5 million in the 1997 nine-month period compared to
$2.6 million in the 1996 nine-month period.

Quarter Ended October 2, 1997 Compared to Quarter Ended September 26, 1996

The Company's consolidated revenues for the 1997 third quarter were $201.9
million, a slight decrease from $204.3 million for the 1996 third quarter. 
Consolidated operating income was $21.3 million for the 1997 third quarter
compared to $16.1 million for the 1996 third quarter, a 32% increase
reflecting improved operating results at Tropicana Atlantic City, Tropicana
Las Vegas and Casino Aztar Caruthersville, partially offset by lower
operating results at Casino Aztar Evansville.  The Tropicana Atlantic City
results for the 1996 third quarter were reduced as a result of pressure on
operating margins due to start-up costs associated with the major expansion
completed in July 1996 as well as increased costs associated with promotional
programs implemented in response to marketing pressures resulting from
additional casino supply throughout the Atlantic City market.  Consolidated
operating income for the 1996 third quarter is after the writeoff of
preopening costs of $2.2 million.

Consolidated interest expense increased by $1.3 million or 9% in the 1997
versus 1996 third quarter primarily as a result of discontinuing the
capitalization of interest as the Company's major construction projects were
completed in phases in 1996.

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



                                      16
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES

TROPICANA ATLANTIC CITY  Total revenues at Tropicana Atlantic City were
$108.6 million in the 1997 third quarter compared to $108.7 million in the
1996 third quarter.  Casino revenue was 2% lower in the 1997 versus 1996
third quarter as a 9% decrease in slot revenue more than offset a 15%
increase in games revenue.  Slot revenue decreased due to a reduction in coin
offers to slot players and a supply increase in the market.  Rooms revenue
was $1.2 million or 43% higher in the 1997 third quarter due to higher
average daily rates and to an increase in the percentage of rooms occupied on
a non-complimentary basis.

Tropicana Atlantic City had operating income of $18.6 million in the 1997
third quarter, a 31% improvement over $14.2 million in the 1996 third
quarter.  The Tropicana Atlantic City results for the 1996 third quarter were
reduced as a result of the factors noted above.  Casino costs were 12% lower
in the 1997 versus 1996 third quarter primarily due to a $5.4 million
reduction in coin offers to slot players.  The reduction in coin offers
consisted of a $4.0 million reduction in direct mail and cash-back coin
offers and a $1.4 million reduction in line and charter bus coin.  Operating
income for the 1996 third quarter is after the writeoff of preopening costs
of $2.2 million.  Operating income is after rent and depreciation and
amortization expenses.  Rent expense increased to $2.0 million in the 1997
third quarter from $1.0 million in the 1996 third quarter as a result of an
increased number of operating leases associated with the new facilities. 
Depreciation and amortization was $5.6 million in the third quarter of 1997
compared to $5.4 million in the third quarter of 1996.

TROPICANA LAS VEGAS  At Tropicana Las Vegas, total revenues were $37.2
million in the 1997 third quarter, down slightly from $38.8 million in the
1996 third quarter.  Tropicana Las Vegas had an operating loss of $3.0
million for the 1997 third quarter compared to an operating loss of $3.3
million for the 1996 third quarter.  Operating income is after rent and
depreciation and amortization expenses.  Rent expense was $2.5 million in the
third quarter of 1997 compared to $2.3 million in last year's third quarter. 
Depreciation and amortization was $2.4 million in the 1997 third quarter
compared to $2.0 million in the 1996 third quarter.

RAMADA EXPRESS  At Ramada Express, total revenues were $19.1 million in the
third quarter of 1997, a 3% increase over $18.6 million in the third quarter
of last year.  Operating income was $0.9 million in the 1997 third quarter
compared to $0.8 million in the 1996 third quarter.  Operating income is
after rent and depreciation and amortization expenses.  Rent expense was $0.1
million in both periods.  Depreciation and amortization was $1.8 million in
the third quarter of 1997 compared to $1.7 million in the third quarter of
last year. 

CASINO AZTAR EVANSVILLE  Total revenues at Casino Aztar Evansville were $30.7
million in the 1997 third quarter, a 3% decrease from $31.6 million in the
1996 third quarter.  Casino Aztar Evansville's hotel, which opened in
December 1996, contributed $0.8 million to consolidated rooms revenue in the
1997 third quarter.  Operating income was $7.4 million in the third quarter
of 1997, a 9% decrease from $8.2 million in last year's third quarter. 
Operating results included $0.3 million of rooms costs associated with the
hotel.  Operating income is after rent and depreciation and amortization
expenses.  Rent expense was $1.0 million in the 1997 third quarter compared 


                                      17
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES

to $0.9 million in the 1996 third quarter.  Depreciation and amortization was
$2.4 million in the 1997 third quarter compared to $2.1 million in the 1996
third quarter.

CASINO AZTAR CARUTHERSVILLE  Total revenues at Casino Aztar Caruthersville
were $6.3 million in the third quarter of 1997 compared to $6.6 million in
the third quarter of 1996.  Casino Aztar Caruthersville had an operating loss
of $0.7 million in the third quarter of 1997 compared to an operating loss of
$1.0 million in the third quarter of 1996.  Operating income is after
depreciation and amortization of $0.8 million in the 1997 third quarter
compared to $0.9 million in the 1996 third quarter.

Other Matters

In February 1997, the Financial Accounting Standards Board ("FASB") adopted
Statement of Financial Accounting Standards No. 128, Earnings per Share
("SFAS 128"), which supersedes and simplifies the standards for computing
earnings per share ("EPS") previously found in Accounting Principles Board
Opinion No. 15, Earnings per Share ("APB 15").  SFAS 128 replaces net income
per common and common equivalent share with a presentation of net income per
common share.  Net income per common share excludes dilution and is computed
by dividing income available to common shareholders by the weighted average
number of common shares outstanding for the period.  Net income per common
share assuming full dilution is computed similarly under SFAS 128 as it was
under APB 15, and reflects the potential dilution that could occur if
securities or other contracts to issue common stock were exercised or
converted into common stock or resulted in the issuance of common stock that
then shared in the earnings of the entity.  SFAS 128 is effective for
financial statements issued for periods ending after December 15, 1997,
including interim periods; earlier application is not permitted.  The Company
will provide the required EPS disclosures in its financial statements 
commencing with the fiscal year ended January 1, 1998.  SFAS 128 requires
restatement of all prior period EPS data presented.  Pursuant to the
provisions of SFAS 128, the Company's net income per common share was $.07
and $.20 for the quarter and nine months ended 1997, respectively; and, $.00
and $.01 for the quarter and nine months ended 1996, respectively.  The
application of the provisions of SFAS 128 would have no effect on the amounts
reported for net income per common share assuming full dilution in the 1997
and 1996 third quarters and nine-month periods.

In June 1997, the FASB adopted Statement of Financial Accounting Standards
No. 130, Reporting Comprehensive Income ("SFAS 130"), which establishes
standards for reporting and display of comprehensive income and its
components in a full set of general purpose financial statements.  SFAS 130
is effective for fiscal years beginning after December 15, 1997 and requires
restatement of earlier periods presented.  SFAS 130 will not have an effect
on the Company's financial statements currently being presented because the
Company, at this time, has no items of comprehensive income other than net
income.

In June 1997, the FASB adopted Statement of Financial Accounting Standards
No. 131, Disclosures about Segments of an Enterprise and Related Information
("SFAS 131"), which supersedes FASB Statement No. 14, Financial Reporting for
Segments of a Business Enterprise.  SFAS 131 establishes standards for the
way that public business enterprises report information about operating 

                                      18
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES

segments in annual financial statements and requires that those enterprises
report selected information about operating segments in interim financial
reports issued to shareholders.  SFAS 131 is effective for fiscal years
beginning after December 15, 1997 and requires restatement of earlier periods
presented.  SFAS 131 will not have a material effect on the Company's
financial statements as the required information is either currently being
presented by the Company or it is not applicable to the Company.


                          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 2, 1997, the
     defendants (including the Company), as reported under Part II, Item 1(a)
     of the Company's Form 10-Q for the quarter ended April 3, 1997, moved on
     March 21, 1997, to dismiss the consolidated amended complaint filed on
     February 14, 1997, for failure to state a claim and on other grounds. 
     The plaintiffs, as reported under Part II, Item 1(a) of the Company's
     Form 10-Q for the quarter ended July 3, 1997, have opposed these
     motions.  The defendants filed reply memoranda in support of the
     motions.  All motions were argued on November 3, 1997 and were taken
     under submission.

(b)  In connection with Case No. 00698592 (the "Payne Case"), as reported
     under Part I, Item 3 of the Company's Form 10-K for the year ended
     January 2, 1997, it was ultimately determined, after various preliminary
     motions regarding whether the state or federal court should hear this
     case, that the California state court should hear it.  Thereafter,
     certain defendants, who could not contest personal jurisdiction, moved
     for dismissal on grounds that the commerce clause of the United States
     Constitution barred plaintiffs' claims.  The Company and certain of the
     other defendants moved for dismissal on the grounds that the California
     state court lacked personal jurisdiction over them.  The court first
     considered the commerce clause motion and ruled in defendants' favor
     dismissing the case without leave to amend.  To enable the plaintiffs to
     immediately appeal that ruling, plaintiffs, on the one hand, and the
     Company, and the other defendants who brought the personal jurisdiction
     motion (the "Remaining Defendants"), on the other hand, have entered
     into an agreement whereby plaintiffs have dismissed their claims against
     the Company and the Remaining Defendants without prejudice and the
     parties have agreed that the court's ruling and any ruling on appeal on
     the commerce clause issue will be equally applicable to the Company and
     the Remaining Defendants.  Accordingly, at this time this suit is no
     longer pending against the Company and the Remaining Defendants but it
     is subject to reinstatement if the trial court's ruling on the commerce
     clause issue is reversed on appeal.  In the event there is a
     reinstatement as a result of an appellate ruling, the Company and the
     Remaining Defendants would pursue their motion to dismiss for lack of
     personal jurisdiction.


                                      19
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES


Item 6. Exhibits and Reports on Form 8-K

 (a) Exhibits
                                                                    Page No. 
                                                                   ----------

11.   Statement Regarding Computation of Per Share Earnings.        *

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)  The Company did not file any report on Form 8-K during
     the quarter ended October 2, 1997.





































                                20
<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  November 10, 1997          By  ROBERT M. HADDOCK     
     --------------------------     ---------------------------
                                    Robert M. Haddock
                                    Executive Vice President and
                                    Chief Financial Officer





























                               21
<PAGE>

                AZTAR CORPORATION AND SUBSIDIARIES


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

11.   Statement Regarding Computation of Per Share Earnings.

27.   Financial Data Schedule.
















































                                 E-1
<PAGE>