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 July 3, 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 July 31, 1997, the registrant had outstanding 45,159,758 shares of
its common stock, $.01 par value.

<PAGE>
<PAGE>





                   AZTAR CORPORATION AND SUBSIDIARIES








                     PART I - FINANCIAL INFORMATION




   Item 1.  Financial Statements
              
                                                                    Page
                                                                    ----

    Consolidated Balance Sheets at July 3, 1997 and  
    January 2, 1997                                                   3

    Consolidated Statements of Operations for the quarters 
    and six months ended July 3, 1997 and June 27, 1996               5

    Consolidated Statements of Cash Flows for the six months
    ended July 3, 1997 and June 27, 1996                              7

    Consolidated Statements of Shareholders' Equity for the 
    six months ended July 3, 1997 and June 27, 1996                   9 

    Notes to Consolidated Financial Statements                       10
                                                



















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

<CAPTION>
                                                July 3,        January 2,
                                                 1997             1997
                                              ----------       ----------
<S>                                           <C>              <C> 
Assets
Current assets:
  Cash and cash equivalents                   $   43,200       $   44,131
  Accounts receivable, net                        39,315           41,723
  Refundable income taxes                             --            1,201
  Inventories                                      7,161            7,508
  Prepaid expenses                                11,062            9,772
  Deferred income taxes, net                       8,910            8,985
                                              ----------       ----------
    Total current assets                         109,648          113,320

Investments in and advances to 
  unconsolidated partnership                       9,855           10,360
Other investments                                 26,839           26,697

Property and equipment:
  Buildings, riverboats and equipment, net       811,561          827,103
  Land                                            94,035           95,747
  Construction in progress                         9,287            3,820
  Leased under capital leases, net                   814              389
                                              ----------       ----------
                                                 915,697          927,059

Deferred income taxes, net                         1,941            2,565
Other deferred charges and assets                 39,071           39,581
                                              ----------       ----------

                                              $1,103,051       $1,119,582
                                              ==========       ==========

</TABLE>















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



                                     3
<PAGE>
<PAGE>
<TABLE>
                    AZTAR CORPORATION AND SUBSIDIARIES
            CONSOLIDATED BALANCE SHEETS (unaudited) (continued)
                  ---------------------------------------
                     (in thousands, except share data)
<CAPTION>
                                              July 3,        January 2,
                                               1997             1997   
                                            ----------       ----------

<S>                                         <C>              <C> 
Liabilities and Shareholders' Equity
Current liabilities:              
  Accounts payable and accruals             $   54,967       $   66,048
  Accrued payroll and employee benefits         23,185           22,571
  Accrued interest payable                      13,570           13,288
  Income taxes payable                           2,437            1,112
  Current portion of long-term debt             18,643           12,960
  Current portion of other long-term 
    liabilities                                  3,178            4,259
                                            ----------       ----------
    Total current liabilities                  115,980          120,238

Long-term debt                                 509,805          527,006
Other long-term liabilities                     25,191           27,042
Contingencies and commitments
Series B ESOP convertible preferred stock
  (redemption value $6,316 and $7,226)           6,316            6,022

Shareholders' equity:
  Common stock, $.01 par value (45,148,500 
    and 45,000,287 shares outstanding)             491              489
  Paid-in capital                              411,820          411,158
  Retained earnings                             50,624           44,846
  Less: Treasury stock                         (17,124)         (17,102)
        Unearned compensation                      (52)            (117)
                                            ----------       ----------
    Total shareholders' equity                 445,759          439,274
                                            ----------       ----------

                                            $1,103,051       $1,119,582 
                                            ==========       ==========

</TABLE>












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


                                     4
<PAGE>
<PAGE>
<TABLE>
                       AZTAR CORPORATION AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
              For the periods ended July 3, 1997 and June 27, 1996
         ---------------------------------------------------------------
                      (in thousands, except per share data)
<CAPTION>
                                         Second Quarter        Six Months     
                                      ------------------   ------------------ 
                                        1997      1996       1997      1996   
                                      --------  --------   --------  -------- 
<S>                                   <C>       <C>        <C>       <C>
Revenues
  Casino                              $164,518  $158,530   $321,666  $308,830 
  Rooms                                 14,033    12,008     26,599    23,133 
  Food and beverage                     13,117    12,693     25,849    24,881 
  Other                                  8,719     6,262     16,029    12,855 
                                      --------  --------   --------  -------- 
                                       200,387   189,493    390,143   369,699 
Costs and expenses
  Casino                                73,977    77,244    148,462   150,240 
  Rooms                                  7,927     6,887     15,253    13,315 
  Food and beverage                     14,121    13,012     27,327    25,615 
  Other                                  6,323     6,047     12,074    12,292 
  Marketing                             21,092    21,720     40,840    40,004 
  General and administrative            18,484    17,409     35,871    34,615 
  Utilities                              3,474     3,524      6,928     6,563 
  Repairs and maintenance                6,050     5,776     11,844    11,492 
  Provision for doubtful accounts        3,051       743      5,205     2,114 
  Property taxes and insurance           6,237     5,915     12,357    11,440 
  Rent                                   5,246     3,449      9,782     6,719 
  Depreciation and amortization         12,655    12,303     25,396    24,213 
  Preopening costs                          --        76         --        76 
                                      --------  --------   --------  -------- 
                                       178,637   174,105    351,339   338,698 
                                      --------  --------   --------  -------- 
Operating income                        21,750    15,388     38,804    31,001 

  Interest income                          517       628      1,027     1,217 
  Interest expense                     (15,754)  (14,603)   (31,555)  (28,245)
                                      --------  --------   --------  -------- 
Income before other items and 
  income taxes                           6,513     1,413      8,276     3,973 

  Equity in unconsolidated 
    partnership's loss                  (1,158)   (1,214)    (2,324)   (2,403)
                                      --------  --------   --------  -------- 
Income before income taxes               5,355       199      5,952     1,570 

  Income taxes                          (1,926)     (159)       154      (761)
                                      --------  --------   --------  -------- 
Net income                            $  3,429  $     40   $  6,106  $    809 
                                      ========  ========   ========  ======== 

</TABLE>

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


                                        5
<PAGE>
<PAGE>
<TABLE>
                       AZTAR CORPORATION AND SUBSIDIARIES
          CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)(continued)
              For the periods ended July 3, 1997 and June 27, 1996
         ---------------------------------------------------------------
                      (in thousands, except per share data)
<CAPTION>
                                         Second Quarter        Six Months     
                                      ------------------   ------------------ 
                                        1997      1996       1997      1996   
                                      --------   -------   --------  -------- 
<S>                                   <C>        <C>       <C>       <C>  
Net income per common and common 
  equivalent share                    $    .07   $    --   $    .13  $    .01 

Net income per common share 
  assuming full dilution              $    .07   $    --   $    .12  $    .01 

Weighted average common shares applicable to:
  Net income per common and common 
    equivalent share                    45,746    39,694     45,758    39,464 
  Net income per common share 
    assuming full dilution              46,661    40,684     46,676    40,644 

</TABLE>































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


                                        6
<PAGE>
<PAGE>
<TABLE>
                       AZTAR CORPORATION AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
              For the periods ended July 3, 1997 and June 27, 1996
         ---------------------------------------------------------------
                                 (in thousands)
<CAPTION>
                                                            Six Months 
                                                       ---------------------
                                                          1997       1996   
                                                       ---------   ---------
<S>                                                    <C>         <C>   
Cash Flows from Operating Activities
Net income                                             $   6,106   $     809 
Adjustments to reconcile net income 
  to net cash provided by operating activities: 
   Depreciation and amortization                          26,726      25,812 
   Provision for losses on accounts receivable             5,205       2,114 
   Loss on reinvestment obligation                           510         277 
   Rent expense                                             (557)       (441)
   Distribution in excess of equity in income 
     of partnership                                          505         578 
   Deferred income taxes                                     699         334 
   Change in assets and liabilities:
     (Increase) decrease in accounts receivable           (2,076)     (5,555)
     (Increase) decrease in refundable income taxes        1,201         (44)
     (Increase) decrease in inventories and 
       prepaid expenses                                   (2,022)     (1,767)
     Increase (decrease) in accounts payable,
       accrued expenses and income taxes payable          (8,809)       (481)
     Other items, net                                        360       1,711 
                                                       ---------   --------- 
  Net cash provided by (used in) operating activities     27,848      23,347 
                                                       ---------   --------- 
Cash Flows from Investing Activities
Payments received on notes receivable                        634         556 
Reduction in other investments                               488         193 
Purchases of property and equipment                      (13,329)    (67,122)
Additions to other long-term assets                       (3,485)     (2,637)
                                                       ---------   --------- 
  Net cash provided by (used in) investing activities    (15,692)    (69,010)
                                                       ---------   --------- 
Cash Flows from Financing Activities
Proceeds from issuance of long-term debt                 102,100      96,700 
Proceeds from issuance of common stock                       538       1,146 
Principal payments on long-term debt                    (114,323)    (44,516)
Principal payments on other long-term liabilities           (639)     (3,988)
Debt issuance costs                                         (170)         -- 
Preferred stock dividend                                    (352)       (368)
Redemption of preferred stock                               (241)       (215)
                                                       ---------   --------- 
  Net cash provided by (used in) financing activities    (13,087)     48,759 
                                                       ---------   --------- 
Net increase (decrease) in cash and cash equivalents        (931)      3,096 
Cash and cash equivalents at beginning of period          44,131      26,527 
                                                       ---------   --------- 
    Cash and cash equivalents at end of period         $  43,200   $  29,623 
                                                       =========   ========= 
</TABLE>
[FN]
The accompanying notes are an integral part of these financial statements.


                                        7
<PAGE>
<PAGE>
<TABLE>
                      AZTAR CORPORATION AND SUBSIDIARIES
         CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)(continued)
             For the periods ended July 3, 1997 and June 27, 1996
        ---------------------------------------------------------------
                                (in thousands)
<CAPTION>
                                                               Six Months    
                                                          -------------------
                                                            1997       1996   
                                                          --------   --------
<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                                               552         -- 
 Tax benefit from stock options and preferred stock
   dividend                                                    165        397 
 Issuance of restricted stock                                   --        136 
 Forfeiture of restricted stock                                 22         13 

Cash flow during the period for the following:
 Interest paid, net of amount capitalized                 $ 29,986   $ 29,066 
 Income taxes paid (refunded)                               (3,543)     1,073 

</TABLE>




























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


                                       8
<PAGE>
<PAGE>
<TABLE>
                      AZTAR CORPORATION AND SUBSIDIARIES
          CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (unaudited)
             For the periods ended July 3, 1997 and June 27, 1996
        ---------------------------------------------------------------
                    (in thousands, except number of shares)

<CAPTION>
                                                           Six Months      
                                                      -------------------- 
                                                        1997        1996   
                                                      --------    -------- 
<S>                                                   <C>         <C>  
Common stock:
 Beginning balance                                    $    489    $    422 
 Stock options exercised for 136,348 and 
   210,570 shares                                            2           2 
                                                      --------    -------- 
   Ending balance                                          491         424 
                                                      --------    -------- 
Paid-in capital:
 Beginning balance                                     411,158     352,221 
 Stock options exercised                                   536       1,144 
 Tax benefit from stock options exercised                  126         343 
 Restricted stock                                           --         136 
                                                      --------    -------- 
   Ending balance                                      411,820     353,844 
                                                      --------    -------- 
Retained earnings:
 Beginning balance                                      44,846      24,922 
 Preferred stock dividend and losses on redemption, 
   net of income tax benefit of $39 and $54               (328)       (324)
 Net income                                              6,106         809 
                                                      --------    -------- 
   Ending balance                                       50,624      25,407 
                                                      --------    -------- 
Treasury stock:
 Beginning balance                                     (17,102)    (17,027)
 Forfeiture of 3,334 and 2,000 shares 
   of restricted stock                                     (22)        (13)
                                                      --------    -------- 
   Ending balance                                      (17,124)    (17,040)
                                                      --------    -------- 
Unearned compensation:
 Beginning balance                                        (117)       (879)
 Restricted stock                                           --        (136)
 Amortization                                               43         508 
 Forfeiture of restricted stock                             22          13 
                                                      --------    -------- 
   Ending balance                                          (52)       (494)
                                                      --------    -------- 

                                                      $445,759    $362,141 
                                                      ========    ======== 
</TABLE>



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

                                       9
<PAGE>
<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 six
months ended 1997.  The interest that was capitalized during the quarter and
six months ended 1996 was $1,180,000 and $2,723,000, respectively. 
Capitalized costs related to various development projects, included in other
deferred charges and assets, were $311,000 at July 3, 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
-----------------------------------------------------------------
<TABLE>
Following are summarized operating results for the Company's unconsolidated
partnership, accounted for using the equity method for the periods ended 
July 3, 1997 and June 27, 1996 (in thousands):
<CAPTION>
                              Second Quarter           Six Months
                            -------------------    -------------------
                              1997       1996        1997       1996
                            --------   --------    --------   --------
   <S>                      <C>        <C>         <C>        <C>
   Revenues                 $  4,151   $  4,153    $  8,305   $  8,308
   Operating expenses           (683)      (746)     (1,367)    (1,430)
                            --------   --------    --------   --------
   Operating income            3,468      3,407       6,938      6,878
   Interest expense           (1,359)    (1,408)     (2,733)    (2,828)
                            --------   --------    --------   --------
     Net income             $  2,109   $  1,999    $  4,205   $  4,050
                            ========   ========    ========   ========
</TABLE>
<TABLE>
The Company's share of the above operating results, after intercompany
eliminations, is as follows (in thousands):
<CAPTION>
                              Second Quarter           Six Months
                            -------------------    -------------------
                              1997       1996        1997       1996
                            --------   --------    --------   --------
<S>                         <C>        <C>         <C>        <C>
Equity in unconsolidated
    partnership's loss      $ (1,158)  $ (1,214)   $ (2,324)  $ (2,403)

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

Note 3:  Long-term Debt
-----------------------
<TABLE>
At July 3, 1997 and January 2, 1997, long-term debt included (in thousands):
<CAPTION>
                                                      1997       1996
                                                    --------   --------
    <C>                                             <C>        <C>
    11% Senior Subordinated Notes Due 2002          $200,000   $200,000
    13 3/4% Senior Subordinated Notes Due 2004       177,980    177,904
    Reducing revolving credit note ("Credit 
       Facility"); floating rate, 8.43% at 
       July 3, 1997; matures December 31, 1999       148,000    160,000
    Other notes payable; 7% to 14.6%; maturities
       to 2002                                         1,499      1,521
    Obligations under capital leases                     969        541
                                                    --------   --------
                                                     528,448    539,966
    Less current portion                             (18,643)   (12,960)
                                                    --------   --------
                                                    $509,805   $527,006
                                                    ========   ========
</TABLE>
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, of which $5,000,000 was obtained on June 10,
1997.  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 July 3, 1997, there were no borrowings under the
Supplemental Credit Facility.

Note 4:  Other Long-term Liabilities 
-------------------------------------
<TABLE>
At July 3, 1997 and January 2, 1997, other long-term liabilities consisted of
(in thousands):
<CAPTION>
                                                     1997       1996  
                                                   --------   --------
    <S>                                            <C>        <C>
    Accrued rent expense                           $ 11,754   $ 12,311
    Obligation to City of Evansville and
      other civic and community organizations         5,675      8,300 
    Deferred compensation and retirement plans       10,445     10,181
    Las Vegas Boulevard beautification assessment       495        509
                                                   --------   --------
                                                     28,369     31,301
    Less current portion                             (3,178)    (4,259)
                                                   --------   --------
                                                   $ 25,191   $ 27,042
                                                   ========   ========
</TABLE>





                                      11
<PAGE>
<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 six 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 losses on
redemption 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 $3,912,000 and
$3,931,000 at July 3, 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>
<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 $10,600,000 at July 3, 1997.











































                                      13
<PAGE>
<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, of which $5 million was obtained on June 10,
1997.  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 July 3, 1997, there were no borrowings under the
Supplemental Credit Facility.

During the first half of 1997, the Company borrowed $102.1 million and repaid
$114.1 million under the Credit Facility, leaving an outstanding balance of
$148 million at July 3, 1997.  The Company's debt to operating cash flow
ratio as calculated under the Credit Facility was 4.19 to 1 at July 3, 1997
and the maximum allowable ratio was 5.20 to 1.  The Company's senior debt to
operating cash flow ratio was 1.53 to 1 at July 3, 1997 and the maximum
allowable ratio was 1.95 to 1.

Results of Operations

Six Months Ended July 3, 1997 Compared to Six Months Ended June 27, 1996

The Company's consolidated revenues for the first half of 1997 were $390.1
million, a 6% increase over $369.7 million for the first half of 1996. 
Consolidated rooms revenue was $3.5 million higher in the 1997 versus 1996
six-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 of a 250-room hotel at Casino Aztar
Evansville in December 1996.  Consolidated operating income for the first
half of 1997 was $38.8 million, a 25% increase over $31.0 million for the
first half of 1996.  Improved operating results at Tropicana Atlantic City
and Casino Aztar Evansville were more than sufficient to offset lower
operating results at Tropicana Las Vegas and Ramada Express.  The Tropicana
Atlantic City results for the 1996 six-month period were reduced as a result
of severe winter weather, disruption from the construction of the new hotel
tower and the enhancements to the casino and other facilities, and increased
costs associated with promotional programs implemented to increase market
share in anticipation of the opening of the new facilities.  Consolidated
operating results for the 1996 six-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 $3.3 million or 12% in the 1997
versus 1996 six-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>
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES

TROPICANA ATLANTIC CITY  Total revenues at Tropicana Atlantic City were
$193.9 million in the first half of 1997, up 10% from $176.2 million in the
first half of 1996.  Casino revenue was 8% higher in the 1997 versus 1996
six-month period, primarily reflecting a 38% increase in games revenue that
was partially offset by a 3% decrease in slot revenue.  Slot revenue
decreased due to a reduction in coin offers to slot players.  Rooms revenue
was $2.3 million or 74% higher in the 1997 six-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 $22.2 million in the first
half of 1997, a 58% improvement over $14.0 million in the first half of 1997. 
The Tropicana Atlantic City results for the 1996 six-month period were
reduced as a result of the factors noted above.  Casino costs were 3% lower
in the 1997 versus 1996 six-month period primarily due to an $11.5 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 an $8.0 million reduction in direct mail and cash-back
coin offers and a $3.5 million reduction in line and charter bus coin.  Rooms
costs were 61% higher in the 1997 versus 1996 six-month period primarily due
to increased direct costs associated with the new hotel tower.  The provision
for doubtful accounts was $0.9 million higher in the 1997 versus 1996 six-
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 is after rent and depreciation and
amortization expenses.  Rent expense increased to $3.1 million in the 1997
six-month period from $0.8 million in the 1996 six-month period as a result
of an increased number of operating leases associated with the new
facilities.  Depreciation and amortization was $10.9 million in the 1997 six-
month period compared to $10.3 million in the 1996 six-month period.

TROPICANA LAS VEGAS  At Tropicana Las Vegas, total revenues were $82.1
million in the first half of 1997, a slight decrease from $82.7 million in
the first half of 1996.  Casino revenue was 2% lower in the 1997 versus 1996
six-month period as a 13% decrease in slot revenue more than offset a 15%
increase in games revenue.  Operating income was $0.9 million in the first
half of 1997, a 62% decrease from $2.3 million in the first half of 1996. 
The provision for doubtful accounts was $2.2 million higher in the 1997
versus 1996 six-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 $4.8 million in the
1997 six-month period compared to $4.5 million in the 1996 six-month period. 
Depreciation and amortization was $4.6 million in the 1997 six-month period
compared to $4.5 million in the 1996 six-month period.

RAMADA EXPRESS  At Ramada Express, total revenues were $43.2 million in the
first half of 1997, up slightly from $42.5 million in the first half of last
year.  Operating income was $7.4 million in the 1997 six-month period, a 5%
decrease from $7.9 million in the 1996 six-month period.  Operating income is
after rent and depreciation and amortization expenses.  Rent expense was $0.3
million in the 1997 six-month period compared to $0.1 million in the 1996
six-month period.  Depreciation and amortization was $3.6 million in both
periods.

                                      15
<PAGE>
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES

CASINO AZTAR EVANSVILLE  Total revenues at Casino Aztar Evansville were $58.8
million in the first half of 1997, an 8% increase over $54.7 million in the
first half of 1996.  Casino Aztar Evansville's hotel, which opened in
December 1996, contributed $1.3 million to consolidated rooms revenue. 
Operating income was $15.7 million in the first half of 1997, an 11%
improvement over $14.2 million in the first half of last year.  Operating
results included $0.4 million of rooms costs associated with the hotel. 
Operating income is after rent and depreciation and amortization expenses. 
Rent expense was $1.4 million in the 1997 six-month period compared to $1.1
million in the 1996 six-month period.  Depreciation and amortization was $4.6
million in the 1997 six-month period compared to $4.0 million in the 1996
six-month period.

CASINO AZTAR CARUTHERSVILLE  Total revenues at Casino Aztar Caruthersville
were $12.1 million in the first half of 1997 compared to $13.6 million in the
first half of 1996.  Casino Aztar Caruthersville had an operating loss of
$1.4 million in both periods.  Operating income is after depreciation and
amortization of $1.6 million in the 1997 six-month period compared to $1.7
million in the 1996 six-month period.

Quarter Ended July 3, 1997 Compared to Quarter Ended June 27, 1996

The Company's consolidated revenues for the 1997 second quarter were $200.4
million, a 6% increase over $189.5 million for the 1996 second quarter. 
Consolidated rooms revenue was $2.0 million higher in the 1997 versus 1996
second quarter primarily as a result of the added rooms capacity at Tropicana
Atlantic City due to the opening of the new hotel tower in late April 1996
and the opening of the new hotel at Casino Aztar Evansville in December 1996. 
Consolidated operating income for the 1997 second quarter was $21.8 million,
a 41% increase over $15.4 million for the 1996 second quarter.  Improved
operating results at Tropicana Atlantic City and Casino Aztar Evansville were
more than sufficient to offset lower operating results at Tropicana Las
Vegas.  The Tropicana Atlantic City results for the 1996 second quarter were
reduced as a result of disruption from the construction of the new hotel
tower and the enhancements to the casino and other facilities, and increased
costs associated with promotional programs implemented to increase market
share in anticipation of the opening of the new facilities.  Consolidated
operating results for the 1996 second quarter 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 $1.2 million or 8% in the 1997
versus 1996 second 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".

TROPICANA ATLANTIC CITY  Total revenues at Tropicana Atlantic City were
$101.5 million in the 1997 second quarter, a 10% increase over $92.4 million
in the 1996 second quarter.  Casino revenue was 7% higher in the 1997 versus
1996 second quarter, primarily reflecting a 30% increase in games revenue
that was partially offset by a 1% decrease in slot revenue.  Slot revenue
decreased due to a reduction in coin offers to slot players.  Rooms revenue 


                                      16
<PAGE>
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES

was $1.3 million or 61% higher in the 1997 second quarter 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 $13.8 million in the 1997
second quarter, an 82% improvement over $7.5 million in the 1996 second
quarter.  The Tropicana Atlantic City results for the 1996 second quarter
were reduced as a result of the factors noted above.  Casino costs were 7%
lower in the 1997 versus 1996 second quarter primarily due to a $6.2 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 $4.5 million reduction in direct mail and cash-back
coin offers and a $1.7 million reduction in line and charter bus coin.  Rooms
costs were 48% higher in the 1997 versus 1996 second quarter primarily due to
increased direct costs associated with the new hotel tower.  The provision
for doubtful accounts was $0.7 million higher in the 1997 versus 1996 second
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 increased to $1.6 million in the 1997
second quarter from $0.4 million in the 1996 second quarter as a result of an
increased number of operating leases associated with the new facilities. 
Depreciation and amortization was $5.5 million in both periods.

TROPICANA LAS VEGAS  At Tropicana Las Vegas, total revenues were $41.4
million in the 1997 second quarter, up slightly from $41.1 million in the
1996 second quarter.  Casino revenue was unchanged in the 1997 versus 1996
second quarter as a 17% decrease in slot revenue was offset by a 25% increase
in games revenue.  Operating income was $0.3 million in the second quarter of
1997, down 45% from $0.6 million in the second quarter of 1996.  The
provision for doubtful accounts was $1.6 million higher in the 1997 versus
1996 second quarter 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 $2.6 million in the second
quarter of 1997 compared to $2.3 million in last year's second quarter. 
Depreciation and amortization was $2.3 million in the 1997 second quarter
compared to $2.1 million in the 1996 second quarter.

RAMADA EXPRESS  At Ramada Express, total revenues were $21.2 million in the
second quarter of 1997, a 3% increase over $20.4 million in the second
quarter of last year.  Operating income was $3.2 million in both periods. 
Operating income is after rent and depreciation and amortization expenses. 
Rent expense was $0.1 million in the 1997 second quarter; rent expense was
insignificant in the 1996 second quarter.  Depreciation and amortization was
$1.8 million in both periods.

CASINO AZTAR EVANSVILLE  Total revenues at Casino Aztar Evansville were $30.4
million in the 1997 second quarter, a 6% increase over $28.8 million in the
1996 second quarter.  Casino Aztar Evansville's hotel, which opened in
December 1996, contributed $0.7 million to consolidated rooms revenue. 
Operating income was $8.3 million in the second quarter of 1997, a 12%
improvement over $7.4 million in last year's second quarter.  Operating 


                                      17
<PAGE>
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES

results included $0.2 million of rooms costs associated with the hotel. 
Operating income is after rent and depreciation and amortization expenses. 
Rent expense was $0.8 million in the 1997 second quarter compared to $0.6
million in the 1996 second quarter.  Depreciation and amortization was $2.3
million in the 1997 second quarter compared to $2.0 million in the 1996
second quarter.

CASINO AZTAR CARUTHERSVILLE  Total revenues at Casino Aztar Caruthersville
were $5.9 million in the second quarter of 1997 compared to $6.8 million in
the second quarter of 1996.  Casino Aztar Caruthersville had an operating
loss of $0.7 million in the second quarter of 1997 compared to an operating
loss of $0.6 million in the second quarter of 1996.  Operating income is
after depreciation and amortization of $0.8 million in both periods.

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 $.13 for the quarter and six months ended 1997, respectively; and, $.00
and $.01 for the quarter and six 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 second quarters and six-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 is
effective for fiscal years beginning after December 15, 1997 and requires
restatement of earlier periods presented.  The effect, if any, of adopting
SFAS 130 has not been determined.

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 


                                      18
<PAGE>
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES

way that public business enterprises report information about operating
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.  The effect, if any, of adopting SFAS 131 has not been determined.


                          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 1, 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 have opposed these motions.  The defendants filed reply
     memoranda in support of the motions.  No hearing date has been set.

Item 6. Exhibits and Reports on Form 8-K

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

      10.   First Amendment to Supplemental Reducing Revolving
            Loan Agreement, dated as of June 10, 1997, among
            Aztar Corporation, Adamar of New Jersey, Inc., Ramada
            Express, Inc. and the banks therein named; and Bank
            of America National Trust and Savings Association, 
      as Managing Agent.                                            *

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 July 3, 1997.







                               19
<PAGE>
<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  August 8, 1997             By  ROBERT M. HADDOCK     
     --------------------------     ---------------------------
                                    Robert M. Haddock
                                    Executive Vice President and
                                    Chief Financial Officer






























                               20
<PAGE>
<PAGE>

                AZTAR CORPORATION AND SUBSIDIARIES


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

10.   First Amendment to Supplemental Reducing Revolving Loan
      Agreement, dated as of June 10, 1997, among Aztar
      Corporation, Adamar of New Jersey, Inc., Ramada Express,
      Inc. and the banks therein named; and Bank of America
      National Trust and Savings Association, as Managing
      Agent.

11.   Statement Regarding Computation of Per Share Earnings.

27.   Financial Data Schedule.









































                                 E-1
<PAGE>