UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                   FORM 10-QSB


_X_  QUARTERLY  REPORT  PURSUANT  TO SECTION 13 OR 15 (d) OF THE  SECURITIES
     EXCHANGE ACT OF 1934 FOR THE  QUARTERLY  PERIOD ENDED  SEPTEMBER  30, 1998.

___  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 0-22290
                                                -------

                              CENTURY CASINOS, INC.
                              ---------------------
             (Exact name of registrant as specified in its charter)

           DELAWARE                                        84-1271317
           --------                                        ----------
    (State of incorporation)                          (IRS Employer ID No.)

             200-220 E. Bennett Ave., Cripple Creek, Colorado 80813
             ------------------------------------------------------
                    (Address of principal executive offices)

                                 (719) 689-9100
                                 --------------
                                 (Phone Number)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports),  and (2) has been
subject to such  filing  requirements  for the past 90 days.  Yes __X__ No _____


Number of shares of common stock, $.01 par value, outstanding as of October 26,
                                1998: 14,970,285


<PAGE>


                              CENTURY CASINOS, INC.
                                   FORM 10-QSB
                                      INDEX
                                                                           Page
                                                                          Number
                                                                          ------
PART I  FINANCIAL INFORMATION

Item 1. Financial Statements (unaudited)

        Consolidated Balance Sheet as of  September 30, 1998                 3
        Consolidated Statements of Operations for the Three Months Ended     4
        September 30, 1998 and 1997
        Consolidated Statements of Operations for the Nine Months Ended      5
        September 30, 1998 and 1997
        Consolidated Condensed Statements of Cash Flows for the Nine Months  6
        Ended September 30, 1998 and 1997
        Notes to Consolidated Financial Statements                           7

Item 2. Management's Discussion and Analysis                                12

PART II OTHER INFORMATION                                                   17

        SIGNATURES                                                          17

                                     - 2 -

<PAGE>


CENTURY CASINOS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET (Unaudited)
--------------------------------------------------------------------------------

                                                        September 30,
                                                        -------------
                                                            1998
      ASSETS                                                ----

      Current Assets:
          Cash and cash equivalents                     $  3,422,847
          Short-term investments                             512,998
          Prepaid expenses and other                         590,334
                                                        ------------
             Total current assets                          4,526,179

      Property and Equipment, net                         18,308,366

      Goodwill, net                                       11,592,506

      Other Assets                                         1,013,869
                                                        ------------
      Total                                             $ 35,440,920
                                                        ============

      LIABILITIES AND SHAREHOLDERS' EQUITY

      Current Liabilities:
         Current portion of long-term debt              $    888,395
         Accounts payable and accrued expenses             3,132,489
                                                        ------------
             Total current liabilities                     4,020,884

      Long-Term Debt, less current portion                11,899,730

      Shareholders' Equity:
         Preferred stock; $.01 par value;
           20,000,000 shares authorized; no
           shares issued or outstanding
         Common stock; $.01 par value; 50,000,000
           shares authorized; 15,861,885 shares
           issued; 15,057,885 shares outstanding             158,619
         Additional paid-in capital                       23,315,038
         Other comprehensive income - foreign
           currency translation                              (10,049)
         Accumulated deficit                              (3,059,883)
                                                        ------------
                                                          20,403,725
         Treasury stock - 804,000 shares, at cost           (883,419)
                                                        ------------
           Total shareholders' equity                     19,520,306
                                                        ------------
      Total                                             $ 35,440,920
                                                        ============

                 See notes to consolidated financial statements.

                                     - 3 -

<PAGE>


CENTURY CASINOS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>

                                                 For the Three Months Ended September 30,
                                                 ----------------------------------------
                                                    1998                          1997
                                                    ----                          ----
<S>                                            <C>                          <C>         
     Operating Revenue:
        Casino                                 $  5,192,797                 $  5,464,650
        Food and beverage                           265,117                      275,516
        Hotel                                        14,314                       22,657
        Other                                        56,758                       70,167
                                               ------------                 ------------
                                                  5,528,986                    5,832,990
        Less promotional allowances                (172,609)                    (207,960)
                                               ------------                 ------------
                Net operating revenue             5,356,377                    5,625,030
                                               ------------                 ------------

     Operating Costs and Expenses:
        Casino                                    2,125,148                    2,676,368
        Food and beverage                           173,742                      118,009
        Hotel                                         7,171                        5,316
        General and administrative                1,521,415                    1,313,028
        Depreciation and amortization               728,153                      765,714
                                               ------------                 ------------

            Total operating costs and expenses    4,555,629                    4,878,435
                                               ------------                 ------------

     Income from Operations                         800,748                      746,595
        Other income (expense), net                 135,723                     (162,788)
                                               ------------                 ------------
     Income before Income Taxes                     936,471                      583,807
        Provision for income taxes                  391,000                        4,000
                                               ------------                 ------------
     Net Income                                $    545,471                 $    579,807
                                               ============                 ============

     Earnings Per Share:
        Basic                                  $       0.04                 $       0.04
                                               ============                 ============
        Diluted                                $       0.04                 $       0.03
                                               ============                 ============

     Comprehensive Income:
        Net income, as reported above          $    545,471                 $    579,807
        Foreign currency translation
          adjustments                                28,616                       (1,424)
                                               ------------                 ------------
        Comprehensive income                   $    574,087                 $    578,383
                                               ============                 ============
</TABLE>


                 See notes to consolidated financial statements.

                                     - 4 -

<PAGE>


CENTURY CASINOS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                      For the Nine Months Ended September 30,
                                                      ---------------------------------------
                                                         1998                          1997
                                                         ----                          ----
<S>                                                 <C>                          <C>          
     Operating Revenue:
        Casino                                      $  14,246,694                $  14,742,423
        Food and beverage                                 662,078                      719,260
        Hotel                                              38,999                       44,028
        Other                                             100,935                      179,552
                                                    -------------                -------------
                                                       15,048,706                   15,685,263
        Less promotional allowances                      (496,070)                    (581,654)
                                                    -------------                -------------
                Net operating revenue                  14,552,636                   15,103,609
                                                    -------------                -------------

     Operating Costs and Expenses:
        Casino                                          5,712,447                    7,963,915
        Food and beverage                                 328,276                      318,780
        Hotel                                              21,184                       12,051
        General and administrative                      4,193,544                    3,907,507
        Depreciation and amortization                   2,245,398                    2,173,853
                                                    -------------                -------------

            Total operating costs and expenses         12,500,849                   14,376,106
                                                    -------------                -------------

     Income from Operations                             2,051,787                      727,503
        Other expense, net                                 (3,905)                    (678,281)
                                                    -------------                -------------
     Income before Income Taxes and
       Extraordinary Item                               2,047,882                       49,222
        Provision for income taxes (benefit)               98,000                      (98,000)
                                                    -------------                -------------
     Income before Extraordinary Item                   1,949,882                      147,222
        Extraordinary item - debt prepayment
           premium, net of Income tax benefit
           of $40,000                                                                 (171,860)
                                                    -------------                -------------
     Net Income (Loss)                              $   1,949,882                $     (24,638)
                                                    =============                =============

     Earnings (Loss) Per Share, Basic and Diluted:

        Before extraordinary item                   $        0.13                $        0.01
        Extraordinary item                                                               (0.01)
                                                    -------------                -------------
        Net earnings (loss)                         $        0.13                $       (0.00)
                                                    =============                =============

     Comprehensive Income (Loss):
        Net income (loss), as reported above        $   1,949,882                $     (24,638)
        Foreign currency translation adjustments           17,728                       (9,954)
                                                    -------------                -------------
        Comprehensive income (loss)                 $   1,967,610                $     (34,592)
                                                    =============                =============
</TABLE>

                 See notes to consolidated financial statements.

                                     - 5 -

<PAGE>


CENTURY CASINOS, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Unaudited)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                         For the Nine Months Ended September 30,
                                                         ---------------------------------------
                                                               1998            1997
                                                               ----            ----

<S>                                                         <C>             <C>         
   Cash provided by operations                              $  3,804,414    $  2,515,614
                                                            ------------    ------------

   Cash used in investing activities                          (4,787,566)     (4,112,708)
                                                            ------------    ------------

   Cash provided by (used in) financing activities               178,021        (219,263)
                                                            ------------    ------------

   Decrease in cash and cash equivalents                        (805,131)     (1,816,357)


   Cash and cash equivalents at beginning of period            4,227,978       4,556,540
                                                            ------------    ------------

   Cash and cash equivalents at end of period               $  3,422,847    $  2,740,183
                                                            ============    ============
</TABLE>


Supplemental Disclosure of Noncash Investing and Financing Activities:

  In the nine months ended  September  30,  1997,  the Company  acquired  gaming
     equipment in the amount of $62,512 subject to long-term vendor financing.

Supplemental Disclosure of Cash Flow Information:

  Interest  paid  by  the Company was  $729,901 and $590,301 for the nine months
     ended  September  30, 1998 and 1997.

  Income taxes paid by the Company were $443,591 and $14,090 for the nine months
     ended September 30, 1998 and 1997.


See notes to consolidated financial statements.

                                     - 6 -

<PAGE>


CENTURY CASINOS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
--------------------------------------------------------------------------------

1.   DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION

     Century Casinos,  Inc. and  subsidiaries  (the "Company") own and operate a
     limited-stakes gaming casino in Cripple Creek, Colorado, and are pursuing a
     number of additional gaming opportunities internationally and in the United
     States.  Prior to July 1, 1996, the Company's  operations in Cripple Creek,
     Colorado,  consisted  of  Legends  Casino  ("Legends"),  which the  Company
     acquired  on March 31,  1994,  through a merger with  Alpine  Gaming,  Inc.
     ("Alpine").  On July 1, 1996,  the Company  acquired the net assets of Gold
     Creek  Associates,  L.P.  ("Gold  Creek"),  the owner of Womack's  Saloon &
     Gaming  Parlor  ("Womacks"),  which is  immediately  adjacent  to  Legends.
     Following the Company's  acquisition of Womacks,  interior renovations were
     undertaken on both  properties to facilitate the operation and marketing of
     the  combined  properties  as one  casino  under  the name  Womacks/Legends
     Casino.

     The accompanying  consolidated  financial statements and related notes have
     been prepared in accordance with generally accepted  accounting  principles
     for interim  financial  reporting and the  instructions  to Form 10-QSB and
     Item  310(b)  of  Regulation  S-B.  Accordingly,  certain  information  and
     footnote  disclosures normally included in financial statements prepared in
     accordance  with  generally  accepted   accounting   principles  have  been
     condensed  or  omitted.  In the  opinion  of  management,  all  adjustments
     (consisting of only normal  recurring  accruals)  considered  necessary for
     fair  presentation  of financial  position,  results of operations and cash
     flows have been included. These consolidated financial statements should be
     read in  conjunction  with  the  financial  statements  and  notes  thereto
     included in the  Company's  Annual Report on Form 10-KSB for the Year Ended
     December 31, 1997.

2.   COMPREHENSIVE INCOME

     Effective  January 1, 1998,  the Company  adopted  Statement  of  Financial
     Accounting  Standards  No. 130,  "Reporting  Comprehensive  Income,"  which
     establishes standards for reporting and display of comprehensive income and
     its  components.  It requires  that all changes in equity  during a period,
     except those  resulting  from  investment  by owners and  distributions  to
     owners,  be  reported  as a  component  of  comprehensive  income  and that
     comprehensive  income be displayed in a financial  statement  with the same
     prominence  as other  financial  statements  that  constitute a full set of
     financial statements.

                                     - 7 -

<PAGE>


3.   INCOME TAXES

     The income tax provisions for the  three-month  periods ended September 30,
     1998 and 1997,  were based on  estimated  full-year  income  for  financial
     reporting  purposes  adjusted for  permanent  differences,  which  comprise
     primarily  nondeductible  goodwill  amortization  resulting from the Alpine
     acquisition and  utilization of available net operating loss  carryforwards
     ("NOLs").  The income tax  provision  of $98,000 for the nine months  ended
     September  30,  1998,  consists of (a) a  nonrecurring  benefit of $815,000
     resulting from the reversal of the valuation allowance  previously provided
     against the  Company's  net  deferred  tax assets;  and (b) a provision  of
     $913,000,  based upon estimated  full-year  income for financial  reporting
     purposes  adjusted  for  nondeductible   goodwill  amortization  and  other
     charges,  and  utilization  of available NOLs and  alternative  minimum tax
     credit  carryforwards.  The income tax benefit of $98,000  (exclusive  of a
     $40,000  benefit  associated  with an  extraordinary  charge)  for the nine
     months ended September 30, 1997, was based upon estimated  full-year income
     for  financial  reporting  purposes  adjusted  for  nondeductible  goodwill
     amortization and utilization of available NOLs.

4.   EARNINGS (LOSS) PER SHARE

     Basic and diluted  earnings per share for the three months ended  September
     30, 1998 and 1997 were computed as follows:


                                        For the Three Months Ended September 30,
                                        ----------------------------------------
                                                1998                      1997
                                                ----                      ----

     Basic Earnings Per Share:
       Net income                          $   545,171              $   579,807
                                           ===========              ===========
     Weighted average common shares         15,187,135               15,861,885
                                           ===========              ===========
     Basic earnings per share              $      0.04              $      0.04
                                           ===========              ===========

     Diluted Earnings Per Share:
       Net income, as reported             $   545,471              $   579,807
     Interest expense, net of income taxes,
       on convertible debenture                  8,412                    8,412
                                           -----------              -----------
     Net income available to common
       shareholders                        $   553,883              $   588,219
                                           ===========              ===========

     Weighted average common shares         15,187,135               15,861,885
     Assumed issuance of contingent shares                            2,355,763
     Effect of dilutive securities:

     Convertible debenture                     271,739                  271,739

     Stock options and warrants                 60,864
                                           -----------              -----------
     Dilutive potential common shares       15,519,738               18,489,387
                                           ===========              ===========

     Diluted earnings per share            $      0.04              $      0.03
                                           ===========              ===========

     Excluded from computation of
       diluted earnings per share Due
        to antidilutive effect:
     Options and warrants to purchase
       common shares                         5,607,281                6,006,809
     Weighted average exercise price       $      2.03              $      2.01

                                     - 8 -

<PAGE>


Basic and diluted  earnings (loss) per share for the nine months ended September
30, 1998 and 1997 were computed as follows:

<TABLE>
<CAPTION>
                                                         For the Nine Months Ended September 30,
                                                         ---------------------------------------
                                                               1998                      1997
                                                               ----                      ----

<S>                                                        <C>                       <C>        
Basic Earnings (Loss) Per Share:
  Net income (loss)                                        $  1,949,882              $  (24,638)
                                                           ============              ==========
  Weighted average common shares                             15,440,244              15,861,885
                                                           ============              ==========
  Basic earnings (loss) per share                          $       0.13              $    (0.00)
                                                           ============              ==========
Diluted Earnings (Loss) Per Share:
  Net income (loss), as reported                           $  1,949,882              $  (24,638)
    Interest expense, net of income taxes, on convertible
    debenture                                                    24,962
                                                           ------------              ----------
  Net income (loss) available to common shareholders       $  1,974,844              $  (24,638)
                                                           ============              ==========

  Weighted average common shares                             15,440,244              15,861,885
    Effect of dilutive securities:

      Convertible debenture                                     271,739

      Stock options and warrants                                 69,988
                                                           ------------              ----------
  Dilutive potential common shares                           15,781,971              15,861,885
                                                           ============              ==========

  Diluted earnings (loss) per share                         $      0.13              $    (0.00)
                                                           ============              ==========

  Excluded from  computation of diluted earnings (loss)
    per share due to antidilutive effect:
      Options and warrants to purchase common shares          5,678,709               6,006,809
      Weighted average exercise price                       $      2.01              $     2.01
</TABLE>


Contingent  shares have been excluded from the  computation of diluted  earnings
per share for the nine months ended September 30, 1997, as their effect would be
antidilutive.

                                     - 9 -

<PAGE>



5.   INDIANA RIVERBOAT CERTIFICATE OF SUITABILITY

     On September 14, 1998, the Indiana Gaming Commission  awarded a Certificate
     of Suitability to Pinnacle Gaming Development  Corporation  ("Pinnacle") to
     conduct  riverboat  gaming in Switzerland  County.  In accordance  with the
     terms  of the sale of the  Company's  interest  in  Pinnacle  in 1995,  the
     Company received a payment in the third quarter of 1998 of $431,000,  which
     is included in "other income (expense), net" in the accompanying statements
     of  operations.  Additionally,  the  Company  is  entitled  to a payment of
     $1,040,000 upon  "groundbreaking" of the project,  and installment payments
     of $32,000 per month for the first 60 months of the riverboat's  operation.
     The Company may elect to  receive,  or the owners of Pinnacle  may elect to
     prepay,  the  installment  payments in the aggregate  discounted  amount of
     $1,453,000.  While the Company  believes that  Pinnacle  intends to proceed
     with the  development of the riverboat  project,  there can be no assurance
     that  Pinnacle  will do so,  or,  if the  project  does  proceed,  when the
     additional payments will be earned and received by the Company.  Any future
     payments to the Company will be recognized as income when earned.

6.   CRIPPLE CREEK PROPERTY ACQUISITION

     On June 3, 1998, the Company acquired 22,000 square feet of land, zoned for
     gaming, adjacent to Womacks/Legends Casino. A partially-completed  building
     structure that occupied a portion of the land was  subsequently  razed, and
     the entire  property has been improved to provide the first paved  customer
     parking  spaces in the Cripple  Creek  market.  The purchase  price of $3.6
     million was financed  through the  Company's $15 million  revolving  credit
     facility with Wells Fargo Bank.

7.   SHARE REPURCHASES

     In February 1998 the Company's Board of Directors  approved a discretionary
     program to repurchase up to $1 million of the Company's  outstanding common
     stock.  In October  1998 the Board voted to increase  the stock  repurchase
     program by $1 million to an  aggregate  of $2 million.  The Board  believes
     that the Company's  stock is  undervalued in the trading market in relation
     to both its present operations and its future prospects.  Through September
     30, 1998, the Company had repurchased 804,000 shares at an average cost per
     share of $1.10.

8.   AGREEMENT WITH FORMER PRINCIPALS OF GOLD CREEK

     In connection  with the  acquisition  of Womacks from Gold Creek on July 1,
     1996,  the purchase  agreement  provided that on July 1, 1998,  the Company
     would issue  1,060,000  shares of its common stock,  valued for  accounting
     purposes at $1.8 million at July 1, 1996, to two  principals of Gold Creek.
     The  number  of  shares  to be issued  was  subject  to upward  adjustment,
     determined  by a  formula,  to the  extent  that the  trading  price of the
     Company's stock was less than $1.58 at the time of issuance, and subject to
     downward  adjustment to the extent that the trading price  exceeded  $4.00.

     During the second quarter of 1998, the Company  reached  agreement with the
     two principals to pay them a total of $1,629,000,  through a combination of
     cash and unsecured notes, in lieu of issuing common stock. Cash payments of
     $534,000 were made in the second  quarter,  with the  remaining  $1,095,000
     evidenced by three-year,  unsecured  promissory  notes bearing  interest at
     8.75%.  The aggregate amount of cash and promissory notes was recorded as a
     charge to additional paid-in capital.

                                     - 10 -

<PAGE>


9.   SETTLEMENT OF NOTE RECEIVABLE

     In March  1998 the  Company  negotiated  an  early  settlement  of its note
     receivable from SSK Game  Enterprises,  Inc.  ("SSK"),  with respect to the
     Company's  casino  management  agreement  with the  Soboba  Band of Mission
     Indians in California,  which  agreement was terminated in August 1995. The
     Company received cash payments,  included in "other income (expense), net,"
     totaling $550,000 in the first quarter of 1998. Aggregate payments received
     pursuant to the note from August 1995 through the date of  settlement  were
     $2,475,000,  of which  $1,843,000  was applied to  recovery of  capitalized
     costs and $632,000 was  recognized in income.  No further  payments will be
     received under the note.

10.  IMPAIRMENT OF EQUITY INVESTMENT

     On April 21, 1998,  the Gauteng  Gambling and Betting  Board  announced the
     award of the  remaining  two licenses  for the  province of Gauteng,  South
     Africa. Silverstar Development Ltd. ("Silverstar"),  a consortium which was
     one of the license  applicants and in which the Company  participates,  was
     not awarded a license.  Effective  March 31, 1998, the Company  recorded an
     impairment  allowance against its entire equity investment in Silverstar in
     the amount of $196,022.


                                     - 11 -

<PAGE>


Item 2.


MANAGEMENT'S DISCUSSION AND ANALYSIS


Forward-Looking Statements, Business Environment and Risk Factors

Information  contained in the following  discussion of results of operations and
financial  condition of the Company contains  forward-looking  statements within
the meaning of the Private  Securities  Litigation Reform Act of 1995, which can
be identified by the use of words such as "may," "will," "expect," "anticipate,"
"estimate," or "continue," or variations thereon or comparable  terminology.  In
addition,  all statements other than statements of historical facts that address
activities,  events  or  developments  that the  Company  expects,  believes  or
anticipates,  will or may occur in the  future,  and  other  such  matters,  are
forward-looking statements.

The  following  discussion  should  be read in  conjunction  with the  Company's
consolidated  financial  statements and related notes included elsewhere herein.
The Company's  future  operating  results may be affected by various  trends and
factors,  which are beyond the Company's  control.  These  include,  among other
factors,  the  competitive  environment  in  which  the  Company  operates,  the
Company's  present  dependence  upon the Cripple Creek,  Colorado gaming market,
changes in the rates of gaming-specific  taxes, shifting public attitudes toward
the socioeconomic  costs and benefits of gaming,  actions of regulatory  bodies,
dependence  upon key personnel,  the  speculative  nature of gaming projects the
Company  may  pursue,  risks  associated  with  expansion,  and other  uncertain
business conditions that may affect the Company's business.

The Company  cautions  the reader that a number of important  factors  discussed
herein, and in other reports filed with the Securities and Exchange  Commission,
could affect the  Company's  actual  results and cause actual  results to differ
materially from those discussed in forward-looking statements.


Results of Operations


Three Months Ended September 30, 1998 vs. 1997
----------------------------------------------
Net operating revenue for the third quarter of 1998 was $5,356,377 compared with
$5,625,030  for the same period in 1997, a decrease of 4.8%.  Casino revenue for
Womacks/Legends  Casino decreased from $5,348,680 in 1997 to $5,192,797 in 1998.
Although slot machine coin-in increased from the 1997 period to the 1998 period,
it was more than  offset by an  increase in the  overall  payout  percentage  to
customers,  resulting  in  the  revenue  decrease.  The  remaining  decrease  in
consolidated casino revenue is due to the expiration of a cruise ship concession
agreement  that expired in the first  quarter of 1998.  Gross margin for all the
Company's  casino  activities  improved  to  59.1%  from  51.0% a year  earlier.
Contributing most significantly to the margin improvement was the elimination of
costs through the discontinuation of Womacks/Legends Casino's busing and logojet
marketing programs.  Also contributing to the improved margin were lower payroll
costs.

Food and beverage revenue decreased 3.8% to $265,117 versus the third quarter of
1997. The cost of food and beverage promotional allowances, which is included in
casino  costs,  decreased  to $210,915 in the third  quarter of 1998 as compared
with  $217,453  in the  prior  year.  The  decrease  in other  revenue  resulted
principally from the absence of concession fees from the Silver Wind cruise ship
coincident  with  the  expiration  of  the  concession  agreement.

                                     - 12 -

<PAGE>


General and administrative  expense as a percentage of net operating revenue was
28.4% for the third quarter of 1998 as compared with 23.3% in 1997. The increase
was primarily due to a higher headcount in the administrative  departments.  The
cost of this headcount increase,  however, was more than offset by lower payroll
costs of casino operations.

Depreciation  expense  decreased from $430,338 in the 1997 period to $392,777 in
1998,  primarily due to the absence of depreciation from the discontinued cruise
ship activities,  while  amortization of goodwill remained unchanged at $335,376
for both  periods.

Other income,  net, for the third quarter of 1998 comprised  $20,640 of interest
income, $291,608 of interest expense, income of $431,000 from a payment received
related to the Company's ongoing economic interest in a riverboat gaming license
application in Indiana,  a gain of $1,000 from the disposal of fixed assets, and
amortization of deferred financing costs of $25,309. Other expense, net, for the
third quarter of 1997 comprised $37,166 of interest income, $258,290 of interest
expense,  a loss of $1,633 from the disposal of fixed  assets,  amortization  of
deferred  financing  costs of  $22,002,  and  income of  $81,971  from  payments
received pursuant to a previously terminated management contract.

Nine Months Ended September 30, 1998 vs. 1997
---------------------------------------------
Net operating  revenue  decreased by $495,729 to $14,552,636 for the nine months
ended  September 30, 1998, as compared with the 1997 period,  principally due to
the  expiration  of two cruise ship  concession  contracts.  Casino  revenue for
Womacks/Legends  Casino  decreased 1.1% to  $14,212,450  from the prior year. An
increase  in  coin-in  on a  year-over-year  basis  was more  than  offset by an
increase in the average  percentage  payout to customers.  The Company's  casino
margin for the current-year period was 59.9%, up from 46.0% a year earlier.  The
improvement  was due to the  elimination  of the  busing and  logojet  marketing
programs, as well as lower payroll costs.

Food and beverage  revenue  decreased  from $719,260 to $662,078,  a decrease of
8.0% from the prior year. The decrease corresponds to a decrease in the level of
promotional  meals and drinks given to gaming  patrons.  The cost of promotional
allowances,  included in casino cost, was $660,102 in 1998 and $740,675 in 1997.
The decrease in other  revenue from 1997 to 1998  resulted  from lower gift shop
sales at Womacks/Legends Casino and a decline in concession fees from the cruise
ships coincident with the expiration of the concession agreements.

General and  administrative  expense as a percentage  of net  operating  revenue
increased  to 28.8% for the  first  nine  months of 1998 from  25.9% in the 1997
period.   The  increase  was  due  primarily  to  a  higher   headcount  in  the
administrative  departments.  The cost of this headcount increase,  however, was
more than offset by lower payroll costs of casino operations.

Year-to-date  depreciation  expense for 1998 was  $1,239,270  as  compared  with
$1,167,725 for the same period in 1997. The increase is attributable to property
improvements and acquisition of new gaming equipment at Womacks/Legends  Casino.
Amortization of goodwill was $1,006,128 for both periods.

In March 1998 the Company  negotiated an early settlement of its note receivable
from SSK Game Enterprises,  Inc.  ("SSK"),  with respect to the Company's casino
management  agreement  with the Soboba  Band of Mission  Indians in  California,
which  agreement  was  terminated  in August  1995.  The Company  received  cash
payments,  included in "other income  (expense),  net," totaling $550,000 in the
first quarter of 1998.  Aggregate  payments  received  pursuant to the note from
August 1995 through date of settlement were $2,475,000, of which $1,843,000 were
applied to recovery of capitalized costs and $632,000 were recognized in income.
No further  payments  will be received  under the note.

                                     - 13 -

<PAGE>


On April 21, 1998,  the Company was informed that the  consortium  with which it
had filed a gaming license application for the province of Gauteng, South Africa
was not awarded one of the two remaining licenses for the province. Accordingly,
the Company  provided an  impairment  allowance  of $196,022  against its entire
equity investment in the license applicant in the first quarter of 1998.

In addition to the payments  received from SSK and the provision for  impairment
previously  described,  other  expense,  net,  for the first nine months of 1998
consisted of $81,429 of interest income, $745,844 of interest expense, a gain of
$47,842 from the  disposal of fixed  assets,  income of $431,000  from a payment
received  related to the  Company's  ongoing  economic  interest  in a riverboat
gaming  license  application  in Indiana,  expense of $97,850 for expired  trade
credits from an equipment supplier, and amortization of deferred financing costs
of $74,460.  Other  expense,  net, for the 1997 period  consisted of $115,924 of
interest  income,  $784,667  of  interest  expense,  a loss of $47,766  from the
disposal of fixed assets, income of $81,971 from payments received pursuant to a
previously  terminated   management  contract,   and  amortization  of  deferred
financing costs of $43,743.

Liquidity and Capital Resources

Cash,  cash  equivalents  and  short-term   investments  totaled  $3,935,845  at
September  30,  1998,  and the  Company  had net  working  capital of  $505,295.
Additional  liquidity may be provided by the Company's revolving credit facility
("RCF")  with Wells  Fargo Bank,  under  which the Company had unused  borrowing
capacity of  approximately $4 million at September 30, 1998. For the nine months
ended September 30, 1998, cash provided by operations was $3,804,414 as compared
with $2,515,614 in the prior-year period, with most of the increase attributable
to the operations of Womacks/Legends  Casino. Cash used in investing  activities
included  property and  equipment  additions  of  $4,752,373,  net  purchases of
short-term  investments  of  $512,998,   payments  of  $534,000  to  two  former
principals  of Gold  Creek in  partial  settlement  of the  Company's  remaining
financial  obligations  arising from its  acquisition  of Gold Creek's assets in
1996.  These cash outflows were partially  offset by proceeds of $550,000 from a
previously  terminated  management  contract and proceeds of $431,000 related to
the Company's  economic  interest in a riverboat gaming  application in Indiana.
The Company had net cash  borrowings  during the nine months ended September 30,
1998,  of  $1,099,200,   principally  to  acquire  real  property   adjacent  to
Womacks/Legends  Casino, and repurchased  outstanding common stock in the amount
of $883,419 during the period.

The Company's  management has deferred a decision on whether to proceed with the
construction of a hotel and parking  structure on its property across the street
from  Womacks/Legends  Casino  until it has had time to assess the impact of new
hotel capacity on the Cripple Creek market.  Womacks/Legends  Casino has entered
into an agreement  with the  operator of a new Super 8 Hotel  whereby the casino
will  lease a block  of rooms  from the  hotel,  which  is  expected  to open in
November 1998.  The casino will make these rooms  available to its customers and
will provide a free shuttle service between the casino and the hotel. Management
anticipates  that some of the leased  hotel room  capacity  will be  provided to
customers on a  complimentary  basis.  For the near term the Company's  property
located across the street from Womacks/Legends  Casino will be used for customer
parking.

                                     - 14 -

<PAGE>


During the third quarter of 1998, the Company  converted  $10,000,000  principal
amount of its  outstanding  prime-based  borrowings  with Wells  Fargo Bank to a
LIBOR-based  obligation for a period of six months in order to avail itself of a
more attractive interest rate than the current  prime-based rate.  Concurrently,
the Company entered into a five-year  interest rate swap agreement on $7,500,000
notional amount of debt,  whereby the Company will pay a LIBOR-based  fixed rate
and receive a LIBOR-based floating rate. Generally, the swap arrangement will be
advantageous  to the Company to the extent that interest  rates  increase in the
future and disadvantageous to the extent that they decrease. The net amount paid
or received  by the  Company on a quarterly  basis will result in an increase or
decrease  to  interest  expense.  In October  1998 the  Company  reached  verbal
agreement  with Wells Fargo Bank to increase  the  Company's  maximum  borrowing
capacity under the RCF from $15 million to $20 million and to amend the interest
rate  structure,  which could  further  lower the  Company's  cost of capital if
certain leverage ratios are achieved.  The amendment is expected to be finalized
in early November 1998.

During the third  quarter of 1998,  the Company was  informed by the  provincial
government  of British  Columbia,  Canada that the  application  by the Kamloops
Indian Band (the "Band") to establish a destination  casino resort on their land
was  denied.  The  Company  would have  managed  the casino  operations  for the
Kamloops  Indian  Band  pursuant to a  management  contract  had a license  been
awarded.  The Company did not incur any significant costs in connection with the
application.

In March 1998 the Company  entered into a joint venture  agreement  with a Czech
subsidiary of Bau Holding AG, one of the largest  construction  and  development
companies in Europe,  to form Century Casinos Praha a.s. The Company was to hold
a 49%  interest in the  venture,  which will  operate a casino in the  five-star
Marriott  Hotel,   currently  under  construction  in  Prague,  Czech  Republic.
Subsequent  to  signing  the joint  venture  agreement,  laws  governing  casino
licenses in the Czech  Republic  were changed to preclude a foreign  entity from
holding  an equity  interest  in a casino  license.  The  Company  is  presently
negotiating an agreement whereby it would manage the casino operations  pursuant
to a ten-year  management  agreement for a fee based upon gross casino  revenue,
and the Company would lease gaming equipment with a value of approximately  $1.3
million to the casino.  The Company  would  likely  finance its  purchase of the
equipment  through either its current cash position or a combination of cash and
vendor financing.  A definitive agreement,  however, has not yet been finalized.
The opening of the hotel and casino is currently  scheduled,  subject to change,
for the second quarter of 1999.

On April 21,  1998,  a  consortium  ("Black  Rhino")  that  includes the Company
submitted an application  for a gaming license in the province of KwaZulu Natal,
South Africa.  A detailed  application was filed by the consortium on August 10,
1998, in accordance  with the published  timetable.  As announced by the KwaZulu
Natal  Provincial  Cabinet on October 28, 1998,  Black Rhino was not selected as
the Preferred Finalist for the zone for which it had applied.

The Company holds a small equity position in Great North Resorts Limited,  which
has submitted a license application for Pietersburg, the capital of the Northern
Province,  South Africa. If successful in receiving a license, the Company would
provide consulting/management  services with respect to the casino operations of
a proposed $40 million casino, hotel,  entertainment and resort complex pursuant
to a five-year  agreement  commencing with the opening of the permanent  casino.
The Company  would also provide  consulting/management  services with respect to
the operations of a temporary casino during the development  phase of the resort
complex.  The Company  would earn fees based on a  percentage  of annual  gaming
revenue.  The Company has no significant  additional  capital  obligations  with
respect to this application.  The licensing process in the Northern Province has
been halted by the South  African  Supreme  Court  pending an  investigation  of
alleged improprieties by the Northern Province Casino and Gaming Board.

The Colorado Division of Gaming is presently  conducting a revenue audit for the
period July 1995 through July 1998.  The audit could result in an  adjustment of
gaming taxes for revenue  earned in those periods and/or the imposition of fines
or penalties.  The Company is unable,  at this time, to determine the outcome of
the audit.

                                     - 15 -

<PAGE>


Management believes that the Company's working capital position at September 30,
1998,  together with expected cash flow from  operations and borrowing  capacity
under its  revolving  credit  facility,  will be  adequate  to satisfy  its debt
repayment  obligations,  meet its anticipated  capital  expenditures  and pursue
additional business growth opportunities for the foreseeable future.

Year 2000 Compliance
--------------------
The   inability   of   computers,   software  and  other   equipment   utilizing
microprocessors  to  recognize  and properly  process  data fields  containing a
two-digit  year is  generally  referred to as the Year 2000  ("Y2K")  compliance
issue.  As the year 2000  approaches,  such systems may be unable to  accurately
process  certain  date-based  or  date-sensitive  information.

The Company is presently  implementing  its plan to ensure Y2K  compliance.  The
Company  has  identified  software  applications  and  hardware  that could pose
potential Y2K problems.  The  computerized  systems of most  significance to the
Company's  ongoing  business  operations are those that involve slot  reporting,
player  tracking,  and accounting.  Those systems rely primarily on hardware and
software  obtained  from  third-party  vendors.  The Company has  contacted  the
respective  vendors for these systems and has either received assurance that the
software  applications and related hardware  currently in use are Y2K compliant,
or that upgrades that are Y2K compliant  will be available on a timely basis for
implementation  and testing by the Company.  The Company's  player  tracking and
accounting  systems  are  presently  Y2K  compliant.  Upgrades  to make the slot
reporting  system Y2K  compliant  are  scheduled  to be  completed in the fourth
quarter of 1998.

The Company does not anticipate that it will encounter  significant  problems or
incur  significant  incremental  costs  in  order  to  make  its  financial  and
operational  systems Y2K compliant.  The Company has not yet developed  specific
detailed  contingency plans;  however,  the Company believes that, at this time,
any  unforeseen  Y2K problems  that may yet come to light will be  identified in
sufficient  time to either be rectified or to develop and implement an effective
contingency  plan.  The  Company  has also  initiated a study of its vendors and
suppliers  to  determine  whether  their  potential  Y2K  problems  could have a
material effect on the Company. The Company's  information at this time does not
indicate that Y2K compliance issues will have a material adverse effect upon the
financial  condition or results of  operation  of the  Company.  There can be no
assurance, however, that the cost of Y2K compliance might not become material as
the Company's study progresses and more information becomes available.



                         * * * * * * * * * * * * * * * *

                                     - 16 -

<PAGE>


PART II

OTHER INFORMATION

Item 1. - Legal Proceedings

     The  Company  is not a  party  to,  nor is it  aware  of,  any  pending  or
     threatened litigation which, in management's opinion, could have a material
     adverse  effect  on  the  Company's   financial   position  or  results  of
     operations.

Item 6. - Exhibits and Reports on Form 8-K

     (a) Exhibits - The following exhibit is filed herewith:

          27 Financial Data Schedule

     (b) Reports on Form 8-K:

          No reports on Form 8-K were filed during the quarter  ended  September
          30, 1998.

                                  * * * * * * *


SIGNATURES:

Pursuant to 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.


CENTURY CASINOS, INC.


/s/ Brad Dobski
    ---------------------------
    Brad Dobski
    Vice President - Finance,
     Chief Accounting Officer and duly authorized officer
    Date: November 2, 1998


                                     - 17 -