SECURITIES AND EXCHANGE COMMISSION

                        Washington, D.C.  20549

                               FORM 10-Q


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

For the quarterly period ended April 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 May 1, 1997, the registrant had outstanding 45,133,601 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 April 3, 1997 and  
    January 2, 1997                                                   3

    Consolidated Statements of Operations for the quarters 
    ended April 3, 1997 and March 28, 1996                            5

    Consolidated Statements of Cash Flows for the quarters
    ended April 3, 1997 and March 28, 1996                            6

    Consolidated Statements of Shareholders' Equity for the 
    quarters ended April 3, 1997 and March 28, 1996                   8

    Notes to Consolidated Financial Statements                        9
                                                



















                                       2
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<PAGE>
<TABLE>
                    AZTAR CORPORATION AND SUBSIDIARIES
                  CONSOLIDATED BALANCE SHEETS (unaudited)
                  ---------------------------------------
                     (in thousands, except share data)
<CAPTION>
                                               April 3,       January 2,
                                                 1997            1997   
                                             ------------     ------------
<S>                                          <C>              <C>
Assets
Current assets:
  Cash and cash equivalents                   $   31,783       $   44,131
  Accounts receivable, net                        37,696           41,723
  Refundable income taxes                             --            1,201
  Inventories                                      6,818            7,508
  Prepaid expenses                                 9,643            9,772
  Deferred income taxes, net                       8,980            8,985
                                              ----------       ----------
    Total current assets                          94,920          113,320

Investments in and advances to 
  unconsolidated partnership                      10,105           10,360
Other investments                                 27,145           26,697

Property and equipment:
  Buildings, riverboats and equipment, net       816,990          827,103
  Land                                            93,753           95,747
  Construction in progress                         6,656            3,820
  Leased under capital leases, net                   885              389
                                              ----------       ----------
                                                 918,284          927,059

Deferred income taxes, net                         2,472            2,565
Other deferred charges and assets                 39,414           39,581
                                              ----------       ----------

                                              $1,092,340       $1,119,582
                                              ==========       ==========
</TABLE>















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


                                     3
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<PAGE>
<TABLE>
                    AZTAR CORPORATION AND SUBSIDIARIES
            CONSOLIDATED BALANCE SHEETS (unaudited) (continued)
                  ---------------------------------------
                     (in thousands, except share data)
<CAPTION>
                                               April 3,      January 2,
                                                 1997           1997   
                                            -------------   ------------
<S>                                         <C>              <C>  
Liabilities and Shareholders' Equity
Current liabilities:              
  Accounts payable and accruals             $   49,177       $   66,048
  Accrued payroll and employee benefits         23,018           22,571
  Accrued interest payable                       1,766           13,288
  Income taxes payable                           1,111            1,112
  Current portion of long-term debt             21,881           12,960
  Current portion of other long-term 
    liabilities                                  3,181            4,259
                                            ----------       ----------
    Total current liabilities                  100,134          120,238

Long-term debt                                 518,613          527,006
Other long-term liabilities                     25,619           27,042
Contingencies and commitments
Series B ESOP convertible preferred stock
  (redemption value $6,237 and $7,226)           6,175            6,022

Shareholders' equity:
  Common stock, $.01 par value (45,007,684 
    and 45,000,287 shares outstanding)             489              489
  Paid-in capital                              411,158          411,158
  Retained earnings                             47,349           44,846
  Less: Treasury stock                         (17,124)         (17,102)
        Unearned compensation                      (73)            (117)
                                            ----------       ----------
    Total shareholders' equity                 441,799          439,274
                                            ----------       ----------

                                            $1,092,340       $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 April 3, 1997 and March 28, 1996
         ---------------------------------------------------------------
                      (in thousands, except per share data)
<CAPTION>
                                                             First Quarter   
                                                          -------------------
                                                             1997      1996  
                                                          --------- ---------
<S>                                                       <C>       <C>
Revenues
  Casino                                                  $157,148  $150,300 
  Rooms                                                     12,566    11,125 
  Food and beverage                                         12,732    12,188 
  Other                                                      7,310     6,593 
                                                          --------  -------- 
                                                           189,756   180,206 
Costs and expenses
  Casino                                                    74,485    72,996 
  Rooms                                                      7,326     6,428 
  Food and beverage                                         13,206    12,603 
  Other                                                      5,751     6,245 
  Marketing                                                 19,748    18,284 
  General and administrative                                17,387    17,206 
  Utilities                                                  3,454     3,039 
  Repairs and maintenance                                    5,794     5,716 
  Provision for doubtful accounts                            2,154     1,371 
  Property taxes and insurance                               6,120     5,525 
  Rent                                                       4,536     3,270 
  Depreciation and amortization                             12,741    11,910 
                                                          --------  -------- 
                                                           172,702   164,593 
                                                          --------  -------- 
Operating income                                            17,054    15,613 

  Interest income                                              510       589 
  Interest expense                                         (15,801)  (13,642)
                                                          --------  -------- 
Income before other items and income taxes                   1,763     2,560 

  Equity in unconsolidated partnership's loss               (1,166)   (1,189)
                                                          --------  -------- 
Income before income taxes                                     597     1,371 

  Income taxes                                               2,080      (602)
                                                          --------  -------- 
Net income                                                $  2,677  $    769 
                                                          ========  ======== 
Net income per common and common equivalent share         $    .05  $    .02 

Net income per common share assuming full dilution        $    .05  $    .02 

Weighted average common shares applicable to:
  Net income per common and common equivalent share         45,770    39,235 
  Net income per common share assuming full dilution        46,699    40,255 
</TABLE>
[FN]
The accompanying notes are an integral part of these financial statements.

                                        5
<PAGE>
<PAGE>
<TABLE>
                       AZTAR CORPORATION AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
             For the periods ended April 3, 1997 and March 28, 1996
         ---------------------------------------------------------------
                                 (in thousands)
<CAPTION>
                                                           First Quarter
                                                       ---------------------
                                                          1997       1996   
                                                       ---------   ---------
<S>                                                    <C>         <C>   
Cash Flows from Operating Activities
Net income                                             $   2,677   $     769 
Adjustments to reconcile net income 
  to net cash provided by operating activities: 
   Depreciation and amortization                          13,399      12,556 
   Provision for losses on accounts receivable             2,154       1,371 
   Loss on reinvestment obligation                           217          94 
   Rent expense                                             (324)       (227)
   Distribution in excess of equity in income 
     of partnership                                          255         278 
   Deferred income taxes                                      98         281 
   Change in assets and liabilities:
     (Increase) decrease in accounts receivable            2,226      (5,167)
     (Increase) decrease in refundable income taxes        1,201         124 
     (Increase) decrease in inventories and 
       prepaid expenses                                     (120)        182 
     Increase (decrease) in accounts payable,
       accrued expenses and income taxes payable         (28,126)      3,079 
     Other items, net                                        118         509 
                                                       ---------   --------- 
  Net cash provided by (used in) operating activities     (6,225)     13,849 
                                                       ---------   --------- 
Cash Flows from Investing Activities
Payments received on notes receivable                        634         556 
Purchases of property and equipment                       (3,936)    (26,215)
Additions to other long-term assets                       (1,818)     (1,819)
                                                       ---------   --------- 
  Net cash provided by (used in) investing activities     (5,120)    (27,478)
                                                       ---------   --------- 
Cash Flows from Financing Activities
Proceeds from issuance of long-term debt                  55,600      58,600 
Proceeds from issuance of common stock                        --         295 
Principal payments on long-term debt                     (55,701)    (35,335)
Principal payments on other long-term liabilities           (326)     (3,675)
Debt issuance costs                                         (100)         -- 
Preferred stock dividend                                    (352)       (368)
Redemption of preferred stock                               (124)        (72)
                                                       ---------   --------- 
  Net cash provided by (used in) financing activities     (1,003)     19,445 
                                                       ---------   --------- 
Net increase (decrease) in cash and cash equivalents     (12,348)      5,816 
Cash and cash equivalents at beginning of period          44,131      26,527 
                                                       ---------   --------- 
    Cash and cash equivalents at end of period         $  31,783   $  32,343 
                                                       =========   ========= 
</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)(continued)
            For the periods ended April 3, 1997 and March 28, 1996
        ---------------------------------------------------------------
                                (in thousands)
<CAPTION>
                                                             First Quarter   
                                                          -------------------
                                                            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                                                     21        167 
 Issuance of restricted stock                                   --         26 
 Forfeiture of restricted stock                                 22         13 

Cash flow during the period for the following:
 Interest paid, net of amount capitalized                 $ 26,686   $  3,433 
 Income taxes paid (refunded)                               (3,398)     1,031 

</TABLE>




























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

                                       7
<PAGE>
<PAGE>
<TABLE>
                      AZTAR CORPORATION AND SUBSIDIARIES
          CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (unaudited)
            For the periods ended April 3, 1997 and March 28, 1996
        ---------------------------------------------------------------
                    (in thousands, except number of shares)
<CAPTION>
                                                          First Quarter    
                                                      ---------------------
                                                         1997        1996   
                                                      ----------  ---------
<S>                                                   <C>         <C>  
Common stock:
 Beginning balance                                    $    489    $    422 
 Stock options exercised for 82,607 shares in 1996          --           1 
                                                      --------    -------- 
   Ending balance                                          489         423 
                                                      --------    -------- 
Paid-in capital:
 Beginning balance                                     411,158     352,221 
 Stock options exercised                                    --         294 
 Tax benefit from stock options exercised                   --         139 
 Restricted stock                                           --          26 
                                                      --------    -------- 
   Ending balance                                      411,158     352,680 
                                                      --------    -------- 
Retained earnings:
 Beginning balance                                      44,846      24,922 
 Preferred stock dividend, net of income tax 
   benefit of $21 and $28                                 (174)       (160)
 Net income                                              2,677         769 
                                                      --------    -------- 
   Ending balance                                       47,349      25,531 
                                                      --------    -------- 
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                                           --         (26)
 Amortization                                               22         104 
 Forfeiture of restricted stock                             22          13 
                                                      --------    -------- 
   Ending balance                                          (73)       (788)
                                                      --------    -------- 

                                                      $441,799    $360,806 
                                                      ========    ======== 
</TABLE>



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

                                       8
<PAGE>
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                      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 ended 
1997.  The interest that was capitalized during the quarter ended 1996 was
$1,543,000.  Capitalized costs related to various development projects,
included in other deferred charges and assets, were $270,000 at April 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
April 3, 1997 and March 28, 1996 (in thousands):
<CAPTION>
                                                       First Quarter
                                                   ---------------------
                                                     1997       1996
                                                   --------   --------
   <S>                                             <C>        <C>
   Revenues                                        $  4,154   $  4,155
   Operating expenses                                  (684)      (684)
                                                   --------   --------
   Operating income                                   3,470      3,471
   Interest expense                                  (1,374)    (1,420)
                                                   --------   --------
     Net income                                    $  2,096   $  2,051
                                                   ========   ========
</TABLE>










                                       9
<PAGE>
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES
      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) (continued)
Note 3:  Long-term Debt
-----------------------
<TABLE>
At April 3, 1997 and January 2, 1997, long-term debt included (in thousands):
<CAPTION>
                                                     1997       1996
                                                   ---------  ---------
    <S>                                             <C>        <C>
    11% Senior Subordinated Notes Due 2002          $200,000   $200,000
    13 3/4% Senior Subordinated Notes Due 2004       177,941    177,904
    Reducing revolving credit note ("Credit 
       Facility"); floating rate, 8.13% at 
       April 3, 1997; matures December 31, 1999      160,000    160,000
    Other notes payable; 7% to 14.6%; maturities
       to 2002                                         1,514      1,521
    Obligations under capital leases                   1,039        541
                                                   ---------  ---------
                                                     540,494    539,966
    Less current portion                             (21,881)   (12,960)
                                                   ---------  ---------
                                                    $518,613   $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 obtained bank commitments under the Supplemental
Credit Facility for $20,000,000.  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 April 3, 1997,
there were no borrowings under the Supplemental Credit Facility.
Note 4:  Other Long-term Liabilities 
-------------------------------------
<TABLE>
At April 3, 1997 and January 2, 1997, other long-term liabilities consisted
of (in thousands):
<CAPTION>
                                                     1997       1996  
                                                   --------   --------
    <S>                                            <C>        <C>
    Accrued rent expense                           $ 11,987   $ 12,311
    Obligation to City of Evansville and
      other civic and community organizations         5,988      8,300 
    Deferred compensation and retirement plans       10,330     10,181
    Las Vegas Boulevard beautification assessment       495        509
                                                   --------   --------
                                                     28,800     31,301
    Less current portion                             (3,181)    (4,259)
                                                   --------   --------
                                                   $ 25,619   $ 27,042
                                                   ========   ========
</TABLE>





                                      10
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<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 1986 through 1991 and has settled for all but one issue.  A non-
recurring tax benefit of $2,323,000 in the first quarter of 1997 is 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 $3,925,000 and
$3,931,000 at April 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.


                                      11
<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 $10,900,000 at April 3, 1997.










































                                      12
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<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 obtained bank commitments under the Supplemental
Credit Facility for $20 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 April 3, 1997,
there were no borrowings under the Supplemental Credit Facility.

During the first quarter of 1997, the Company borrowed $55.6 million and
repaid $55.6 million under the Credit Facility, leaving an outstanding
balance of $160 million at April 3, 1997.  The Company's debt to operating
cash flow ratio as calculated under the Credit Facility was 4.54 to 1 at
April 3, 1997 and the maximum allowable ratio was 5.50 to 1.  The Company's
senior debt to operating cash flow ratio was 1.71 to 1 at April 3, 1997 and
the maximum allowable ratio was 2.25 to 1.

Results of Operations

Quarter Ended April 3, 1997 Compared to Quarter Ended March 28, 1996

The Company's consolidated revenues for the 1997 first quarter were $189.8
million, a 5% increase over $180.2 million for the 1996 first quarter. 
Consolidated rooms revenue was $1.4 million higher in the 1997 versus 1996
first quarter primarily as a result of the added rooms capacity at Tropicana
Atlantic City due to the opening in 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 quarter of 1997 was $17.1
million, a 9% increase over $15.6 million for the first quarter 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 first quarter 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 interest expense increased by $2.2 million or 16% in the 1997
versus 1996 first 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".






                                      13
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<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES

TROPICANA ATLANTIC CITY  Total revenues at Tropicana Atlantic City were $92.4
million in the 1997 first quarter, up 10% from $83.8 million in the 1996
first quarter.  Casino revenue was 8% higher in the 1997 versus 1996 first
quarter, primarily reflecting a 47% increase in games revenue that was
partially offset by a 4% decrease in slot revenue.  Slot revenue decreased
due to a reduction in coin redemptions.  Rooms revenue was $1.1 million or
101% higher in the 1997 first quarter due to an increase in occupied rooms
primarily attributable to the opening in 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 $8.4 million in the 1997
first quarter, a 31% improvement over $6.4 million in the 1996 first quarter. 
The Tropicana Atlantic City results for the 1996 first quarter were reduced
as a result of the factors noted above.  Rooms costs were 83% higher in the
1997 versus 1996 first quarter primarily due to increased direct costs
associated with the new hotel tower.  Operating income is after rent and
depreciation and  amortization expenses.  Rent expense increased to $1.4
million in the 1997 first quarter from $0.4 million in the 1996 first quarter
as a result of an increased number of operating leases associated with the
new facilities.  Depreciation and amortization was $5.5 million in the first
quarter of 1997 compared to $4.9 million in the first quarter of 1996.

TROPICANA LAS VEGAS  At Tropicana Las Vegas, total revenues were $40.8
million in the 1997 first quarter, a slight decrease from $41.6 million in
the 1996 first quarter.  Casino revenues were 3% lower in the 1997 versus
1996 first quarter as a 10% decrease in slot revenue more than offset a 5%
increase in games revenue.  Operating income was $0.6 million in the first
quarter of 1997, down 68% from $1.7 million in the first quarter of 1996. 
The provision for doubtful accounts was $0.6 million higher in the 1997
versus 1996 first 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 $2.3 million in the 1997 first
quarter compared to $2.2 million in the 1996 first quarter.  Depreciation and
amortization was $2.2 million in the 1997 first quarter compared to $2.4
million in the 1996 first quarter.

RAMADA EXPRESS  At Ramada Express, total revenues were $22.0 million in the
first quarter of 1997, down slightly from $22.1 million in the first quarter
of last year.  Operating income was $4.3 million in the 1997 first quarter,
an 8% decrease from $4.7 million in last year's first quarter. Operating
income is after rent and depreciation and amortization expenses.  Rent
expense was $0.1 million in both periods.  Depreciation and amortization was
$1.8 million in both periods.










                                      14
<PAGE>
<PAGE>
                      AZTAR CORPORATION AND SUBSIDIARIES

CASINO AZTAR EVANSVILLE  Total revenues at Casino Aztar Evansville were $28.4
million in the 1997 first quarter, a 10% increase over $25.9 million in the
1996 first quarter.  Casino Aztar Evansville's hotel, which opened in
December 1996, contributed $0.6 million to consolidated rooms revenue. 
Operating income was $7.4 million in the first quarter of 1997, a 9%
improvement over $6.8 million in last year's first quarter.  Operating
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 $0.6 million in the 1997 first quarter compared to $0.5
million in the 1996 first quarter.  Depreciation and amortization was $2.3
million in the 1997 first quarter compared to $2.0 million in the 1996 first
quarter.

CASINO AZTAR CARUTHERSVILLE  Total revenues at Casino Aztar Caruthersville
were $6.2 million in the first quarter of 1997 compared to $6.8 million in
the first quarter of 1996.  Casino Aztar Caruthersville had an operating loss
of $0.7 million in both periods.  Operating income is after depreciation and
amortization of $0.9 million in the 1997 first quarter compared to $0.8
million in the 1996 first 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 $.06
for the 1997 first quarter and $.02 for the 1996 first quarter.  The
application of the provisions of SFAS 128 would have no effect on the amounts
reported in the 1997 and 1996 first quarters for net income per common share
assuming full dilution.









                                      15
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                      AZTAR CORPORATION AND SUBSIDIARIES

                          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-DWH(RJJ)(the "Schreier
     Case") and Case No. CV-S-95-936 LDG(RLH)(the "Cruise Ship Case"), 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) moved on
     March 21, 1997, to dismiss the consolidated complaint filed on February
     14, 1997, for failure to state a claim and on other grounds.

Item 6. Exhibits and Reports on Form 8-K

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

      10.   Supplemental Reducing Revolving Loan Agreement, dated
            as of March 13, 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 April 3, 1997.



















                               16
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               AZTAR CORPORATION AND SUBSIDIARIES

                           SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.




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





Date  May 12, 1997                   By  ROBERT M. HADDOCK     
     --------------------------     ---------------------------
                                    Robert M. Haddock
                                    Executive Vice President and
                                    Chief Financial Officer





























                               17
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                AZTAR CORPORATION AND SUBSIDIARIES


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

10.   Supplemental Reducing Revolving Loan Agreement, dated as
      of March 13, 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>