SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON, D.C.  20549

                                 FORM 10-QSB/A

(Mark  one)
[  X  ]    Quarterly  Report Pursuant to Section 13 or 15(d) of the Securities
Exchange  Act  of  1934

                  FOR THE FISCAL QUARTER ENDED JUNE 30, 1997

Commission  file  No.    0-13530
                                      OR

[      ]   Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange  Act  of  1934

                         AMERICAN BINGO & GAMING CORP.
                         -----------------------------
       (Exact name of small business issuer as specified in its charter)

              DELAWARE                                          74-2723809
              --------                                          ----------
(State  or  other  jurisdiction  of                         (I.R.S. Employer
incorporation  or  organization)                           Identification No.)

             515 CONGRESS AVENUE, SUITE 1200,  AUSTIN, TEXAS 78701
             -----------------------------------------------------
                   (Address of principal executive offices)

                                (512) 472-2041
                                --------------
                        (Registrant's telephone number)


Securities  registered  pursuant  to  Section  12(b)  of  the  Act:  NONE

Securities  registered  pursuant  to  Section  12(g) of the Act: COMMON STOCK,
                              REDEEMABLE  COMMON  STOCK  PURCHASE  WARRANTS

                           COMMON STOCK $0.001 PAR VALUE
                           -----------------------------
                               (Title of Class)

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    [    ]


On  JULY  7,  1997, the Registrant had 4,645,919 shares of its $.001 par value
Common  Stock  outstanding.

<PAGE>
PART  I  -  FINANCIAL  INFORMATION
ITEM  1.    FINANCIAL  STATEMENTS

<TABLE>
<CAPTION>

AMERICAN  BINGO  &  GAMING  CORP.
CONSOLIDATED  BALANCE  SHEET  (UNAUDITED)
-----------------------------------------

                                                                     June 30, 1997
-----------------------------------------------------------------------------------
<S>                                                                 <C>
ASSETS
Current Assets
    Cash and cash equivalents. . . . . . . . . . . . . . . . . . .  $      681,736 
    Accounts receivable, net . . . . . . . . . . . . . . . . . . .         216,980 
    Notes receivable - current, net (Note 2) . . . . . . . . . . .         331,255 
    Other current assets . . . . . . . . . . . . . . . . . . . . .          98,406 
-----------------------------------------------------------------------------------
Total Current Assets . . . . . . . . . . . . . . . . . . . . . . .       1,328,377 

Property and Equipment, net  (Note 3). . . . . . . . . . . . . . .       3,007,994 

Other Assets
    Notes receivable, net (Note 2) . . . . . . . . . . . . . . . .         556,461 
    Intangible assets, net  (Note 4) . . . . . . . . . . . . . . .       1,252,243 
    Licenses, Other non-current assets, net. . . . . . . . . . . .         184,150 
-----------------------------------------------------------------------------------
Total Other Assets . . . . . . . . . . . . . . . . . . . . . . . .       1,992,854 

TOTAL ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . .  $    6,329,225 
===================================================================================


LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
    Accounts payable and accrued expenses. . . . . . . . . . . . .  $      229,546 
    Note payable - current (Note 5). . . . . . . . . . . . . . . .         142,337 
    Obligations under capital leases - current . . . . . . . . . .          58,084 
-----------------------------------------------------------------------------------
Total Current Liabilities. . . . . . . . . . . . . . . . . . . . .         429,967 

Long-term liabilities
    Note payable (Note 5). . . . . . . . . . . . . . . . . . . . .         634,140 
    Obligations under capital leases . . . . . . . . . . . . . . .         137,925 
-----------------------------------------------------------------------------------
Total Long-term Liabilities. . . . . . . . . . . . . . . . . . . .         772,065 

Shareholders' Equity (Note 6)
    Preferred Stock, $.01 par value, authorized 1,000,000 shares,
      no shares issued and outstanding . . . . . . . . . . . . . .              -- 
    Common Stock, $.001 par value, authorized 20,000,000 shares,
      issued and outstanding 4,645,919 shares. . . . . . . . . . .           4,646 
    Additional paid-in capital . . . . . . . . . . . . . . . . . .      11,548,547 
    Retained earnings (accumulated deficit). . . . . . . . . . . .      (6,426,000)
-----------------------------------------------------------------------------------
Total Shareholders' Equity . . . . . . . . . . . . . . . . . . . .       5,127,193 

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY . . . . . . . . . . . .  $    6,329,225 
===================================================================================
</TABLE>




See  accompanying  notes

                                                                             1
<TABLE>
<CAPTION>

AMERICAN  BINGO  &  GAMING  CORP.
CONSOLIDATED  STATEMENTS  OF  OPERATIONS  (UNAUDITED)



For Three Months Ended June 30,                  1997        1996
--------------------------------------------------------------------
<S>                                           <C>         <C>
REVENUES:
     Rental. . . . . . . . . . . . . . . . .  $  685,398  $  534,730
     Gaming, concession and other. . . . . .     625,015     328,490
                                              ----------  ----------

TOTAL REVENUES . . . . . . . . . . . . . . .   1,310,413     863,220


COSTS AND EXPENSES:
    Rent and supplies. . . . . . . . . . . .     280,781     216,237
    General & administrative expenses. . . .     340,254     249,695
    Depreciation and amortization. . . . . .      74,656      66,883
    Other operating costs. . . . . . . . . .     198,497     193,530
                                              ----------  ----------

TOTAL COSTS AND EXPENSES . . . . . . . . . .     894,188     726,345
--------------------------------------------------------------------

OPERATING INCOME . . . . . . . . . . . . . .     416,225     136,875


INTEREST INCOME, NET . . . . . . . . . . . .      13,974      48,982
--------------------------------------------------------------------

INCOME BEFORE TAXES. . . . . . . . . . . . .     430,199     185,857


PROVISION FOR INCOME TAXES (Note 7). . . . .          --          --
--------------------------------------------------------------------

NET INCOME . . . . . . . . . . . . . . . . .  $  430,199  $  185,857
====================================================================


EARNINGS PER SHARE (Note 8). . . . . . . . .  $      .10  $      .05

EARNINGS PER SHARE - ASSUMING FULL DILUTION.  $      .10  $      .05


WEIGHTED AVERAGE SHARES OUTSTANDING. . . . .   4,194,694   4,108,394

WEIGHTED AVERAGE SHARES OUTSTANDING -
  ASSUMING FULL DILUTION . . . . . . . . . .   4,454,632   4,108,394
</TABLE>






See  accompanying  notes





                                                                             2
<TABLE>
<CAPTION>

AMERICAN  BINGO  &  GAMING  CORP.
CONSOLIDATED  STATEMENTS  OF  OPERATIONS  (UNAUDITED)



For Six Months Ended June 30,                    1997        1996
--------------------------------------------------------------------
<S>                                           <C>         <C>
REVENUES:
     Rental. . . . . . . . . . . . . . . . .  $1,222,929  $1,058,528
     Gaming, concession and other. . . . . .   1,123,270     735,750
                                              ----------  ----------

TOTAL REVENUES . . . . . . . . . . . . . . .   2,346,199   1,794,278


COSTS AND EXPENSES:
    Rent and supplies. . . . . . . . . . . .     535,185     482,679
    General & administrative expenses. . . .     610,589     498,262
    Depreciation and amortization. . . . . .     165,176     139,985
    Other operating costs. . . . . . . . . .     381,398     407,856
                                              ----------  ----------

TOTAL COSTS AND EXPENSES . . . . . . . . . .   1,692,348   1,528,782
--------------------------------------------------------------------

OPERATING INCOME . . . . . . . . . . . . . .     653,851     265,496


INTEREST INCOME, NET . . . . . . . . . . . .      78,185      88,034
--------------------------------------------------------------------

INCOME BEFORE TAXES. . . . . . . . . . . . .     732,036     353,530


PROVISION FOR INCOME TAXES (Note 7). . . . .          --          --
--------------------------------------------------------------------

NET INCOME . . . . . . . . . . . . . . . . .  $  732,036  $  353,530
====================================================================


EARNINGS PER SHARE (Note 8). . . . . . . . .  $      .18  $      .09

EARNINGS PER SHARE - ASSUMING FULL DILUTION.  $      .17  $      .09


WEIGHTED AVERAGE SHARES OUTSTANDING. . . . .   4,167,360   4,100,864

WEIGHTED AVERAGE SHARES OUTSTANDING -
  ASSUMING FULL DILUTION . . . . . . . . . .   4,427,298   4,100,864
</TABLE>








See  accompanying  notes




                                                                             3
<TABLE>
<CAPTION>

AMERICAN  BINGO  &  GAMING  CORP.
CONSOLIDATED  STATEMENTS  OF  CASH  FLOWS  (UNAUDITED)


For Six Months Ended June 30,                                         1997          1996
-------------------------------------------------------------------------------------------
<S>                                                               <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:

    Net income . . . . . . . . . . . . . . . . . . . . . . . . .  $    732,036   $ 350,530 

    Adjustments to reconcile net income to
      net cash provided by operating activities:

    Depreciation and amortization. . . . . . . . . . . . . . . .       177,506     143,759 
    Changes in operating assets and liabilities, net . . . . . .      (197,933)   (311,385)

-------------------------------------------------------------------------------------------
NET CASH PROVIDED BY OPERATING ACTIVITIES. . . . . . . . . . . .  $    711,609   $ 185,904 

CASH FLOWS FROM INVESTING ACTIVITIES:
    Capital expenditures                                              (717,961)   (101,468)
    Acquisition of bingo centers . . . . . . . . . . . . . . . .      (700,000)        --- 
    Acquisition of intangible assets                                  (106,311)        --- 
    Renegotiated lease costs . . . . . . . . . . . . . . . . . .       (70,000)
    Collection of notes receivable . . . . . . . . . . . . . . .       133,284     194,723 

-------------------------------------------------------------------------------------------
NET CASH PROVIDED BY/(USED IN) INVESTING ACTIVITIES. . . . . . .   ($1,460,988)  $  93,255 

CASH FLOWS FROM FINANCING ACTIVITIES:
    Payments on notes (Note 5) . . . . . . . . . . . . . . . . .       (30,406)     (9,900)
    Equipment financings under capital leases                          113,668         --- 
    Issuance of common shares under Employee Stock Option Plans
      and Employee Stock Purchase Plan . . . . . . . . . . . . .       278,884       7,000 

-------------------------------------------------------------------------------------------
NET CASH PROVIDED BY/(USED IN) FINANCING ACTIVITIES. . . . . . .  $    362,146     ($2,900)


NET INCREASE/(DECREASE) IN CASH. . . . . . . . . . . . . . . . .     ($387,233)  $ 276,259 

CASH - BEGINNING OF PERIOD . . . . . . . . . . . . . . . . . . .  $  1,068,969   $ 431,087 
-------------------------------------------------------------------------------------------

CASH - END OF PERIOD . . . . . . . . . . . . . . . . . . . . . .  $    681,736   $ 707,346 
===========================================================================================

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:

Non-Cash Transactions:

Issuance of installment note for
  renegotiated lease interest (Notes 5 and 6)                     $    739,777         --- 

Issuance of restricted company common stock for
 renegotiated lease interest (Notes 5 and 6)                      $    206,250         --- 
</TABLE>




See  accompanying  notes
                                                                             4
AMERICAN  BINGO  &  GAMING  CORP.
NOTES  TO  CONSOLIDATED  FINANCIAL  STATEMENTS  (UNAUDITED)
June  30,  1997


NOTE  1    BASIS  OF  PRESENTATION


The  accompanying  unaudited  consolidated  financial  statements  include the
accounts  of  American Bingo & Gaming Corp. and its wholly-owned subsidiaries,
hereafter  collectively referred to as "The Company." The financial statements
have been prepared in accordance with generally accepted accounting principles
for  interim  financial information pursuant to Form 10-QSB. Accordingly, they
do  not  include  all  of  the information and footnotes required by generally
accepted  accounting  principles  for  complete  financial  statements. In the
opinion  of  management,  all  adjustments  and  inter-company  eliminations
considered  necessary  for  a  fair  presentation  of  the  interim  financial
statements  have been included. Operating results for the three- and six-month
periods ended June 30, 1997 are not necessarily indicative of the results that
may  be  expected  for  the  fiscal  year ending December 31, 1997. Except for
historical  information  contained  herein,  certain matters set forth in this
report  are  forward  looking  statements  that  are  subject  to  risks  and
uncertainties,  including  customer  attendance  and  spending,  competition,
capital  resources,  government  regulation  and  general economic conditions,
among  others.  For  further  information, refer to the consolidated financial
statements  and  footnotes  included  in  the  Company's annual report on Form
10-KSB  for  the  fiscal  year  ended  December  31,  1996.


NOTE  2    NOTES  RECEIVABLE


Notes  receivable  consist of two notes totaling $1.6 million from the sale of
four  of the Company's former bingo centers in Florida. The current balance on
these notes is approximately $1.1 million, of which $331,000 is due within the
next year. These notes each have unique terms, including annual interest rates
of  9-12%  and  maturity  dates in 1998-2001. Approximately 10% of the current
note  balances  were  past  due  at  the  end of the second quarter of 1997, a
portion  of  which  was  collected  subsequent  to  the  end  of  the quarter.
Management  has  provided  a  reserve,  currently  totaling  $265,000,  for
collectibility  on  these  notes.  This  reserve is amortized as the notes are
collected  (See  Item  1  -  Legal  Proceedings).


NOTE  3    PROPERTY  AND  EQUIPMENT

<TABLE>
<CAPTION>


Property  and  Equipment  at  June  30,  1997  consists  of  the  following:

<S>                                          <C>          <C>
  Land. . . . . . . . . . . . . . . . . . .  $  189,671 
  Buildings and improvements. . . . . . . .     744,395 
  Leasehold improvements. . . . . . . . . .     767,571 
  Equipment and furniture . . . . . . . . .     816,680 
  Acquisitions, capital expenditures. . . .   1,181,671 
  Automobiles . . . . . . . . . . . . . . .      86,875 
                                             -----------
                  Sub-total . . . . . . . .                3,786,863 
  Accumulated depreciation and amortization                 (778,869)
                                                          -----------

  Net Property and Equipment. . . . . . . .               $3,007,994 
</TABLE>



                                                                             5
AMERICAN  BINGO  &  GAMING  CORP.
NOTES  TO  CONSOLIDATED  FINANCIAL  STATEMENTS  (UNAUDITED)
June  30,  1997


NOTE  3    PROPERTY  AND  EQUIPMENT  (CONTINUED)


     The  Company  considerably  expanded its South Carolina operations in the
second  quarter  of  1997  (there were no acquisitions in the first quarter of
1997).          The  Company  acquired  the  "Lucky  Bingo",  "Shipwatch", and
"Ponderosa"  bingo  center businesses in Charleston during the second quarter.
Cash  consideration  paid  for  these acquisitions was approximately $700,000,
which  is  approximately  11%  of total company assets as of June 30, 1997. As
such,  under  the SEC's recently revised acquisition reporting rules for small
business  filers,  which  eliminate  acquisition  reporting  for  business
acquisitions under the 20% significance level, the company capitalized did not
file an 8-k for these acquisitions.

     The  Company  also made capital improvements to its various bingo centers
totaling  approximately  $718,000  during  the  first  six  months  of  1997.
Approximately  $140,000  of  these improvements were made in the first quarter
and $578,000 of these improvements  were made in the second quarter, primarily
for  South Carilina Bingo And Gaming Centers.  Thus, total  cash  expenditures
for acquisitions ($700,000) and capital expenditures ($718,000)  for the first
half  of  1997 was $1,418,000, of which approximately $1.18  million  will  be
classified into various property and equipment asset categories in  the  third
quarter  of  1997  upon  project  completion dates.


NOTE  4    INTANGIBLE  ASSETS

<TABLE>
<CAPTION>


Intangible  Assets  at  June  30,  1997  consist  of  the  following:

<S>                             <C>          <C>
      Renegotiated lease costs  $1,016,027 
      Goodwill . . . . . . . .     326,492 
      Covenants not to compete      60,000 
                                -----------
            Sub-total. . . . .                1,402,519 
      Accumulated amortization                 (150,276)
                                             -----------

      Net Intangible Assets. .               $1,252,243 
</TABLE>



The  Company's  intangible  assets  have  been recorded in connection with the
Company's  acquisition  of  certain  bingo centers in Texas, Alabama and South
Carolina.  The  Company  added $1.02 million of intangible assets in the first
quarter  of 1997 pursuant to the Company's renegotiation of its lease with its
Columbia  bingo  center  lessee for an increased interest in the bingo, gaming
and  concessions proceeds generated by its Columbia operations. In return, the
Company  provided  its  lessee  with  a  note  for $740,000, 300,000 shares of
restricted  Company  stock and $70,000 in cash. The intangible asset resultant
from  the  Company's  renegotiated  lease  is  being  amortized  over 5 years,
consistent  with  the  life of the lease. Goodwill and covenants are amortized
over  15  and 5 years, respectively, consistent with management's estimates of
the  useful  lives  of  these  assets.




                                                                             6
AMERICAN  BINGO  &  GAMING  CORP.
NOTES  TO  CONSOLIDATED  FINANCIAL  STATEMENTS  (UNAUDITED)
June  30,  1997



NOTE  5    NOTES  PAYABLE


The  majority of the Company's $776,000 total notes payable balance represents
the Company's remaining obligation of $709,000 on a $740,000  note  payable to
the lessee of its South Carolina bingo centers. This liability was incurred in
the  first  quarter  of 1997 pursuant to the Company's renegotiated lease with
the lessee and increased interest in the bingo, gaming and concession proceeds
from  its  Columbia,  South  Carolina  bingo  and gaming centers. This note is
payable over five years at 8% interest. Approximately $127,000 of this note is
due within the  next  twelve  months. The balance of the Company's total notes
payable is $67,000, which is comprised of  balances  due  on  auto  purchases.



NOTE  6    SHAREHOLDERS'  EQUITY


The  Company  issued 300,000 shares of restricted Company common stock, valued
at  $206,250,  to  the  lessee  of its South Carolina bingo centers during the
second  quarter.  This stock was issued pursuant to the Company's renegotiated
lease  with  the  lessee  and  its increased interest in the bingo, gaming and
concession  proceeds  from  its  Columbia,  South  Carolina  bingo  and gaming
centers.  This  stock  is subject to a two year Company lock-up agreement. The
Company  also  issued  an additional 183,425 shares of its common stock during
the  second quarter. Of this total, 100,000 shares were issued pursuant to the
exercise  of  a  stock option by a former employee, with the balance issued in
payment  of  financial  and  legal  services  valued at approximately $73,000.



NOTE  7    INCOME  TAXES


The  Company  did not record any federal income tax liability for the first or
second  fiscal  quarters  of  1997  or  1996  due  to  accumulated  tax  loss
carryforwards  of  approximately  $3.0  million at the end of fiscal 1995. The
Company  had  available over $2.0 million of tax loss carryforwards at the end
of  1996  and  does not expect to incur any federal income tax liability until
this  carryforward  is  depleted.


NOTE  8    ADOPTION  OF  NEW  ACCOUNTING  STANDARD


The  Company  intends  to  adopt  SFAS No. 128, "Earnings per Share" effective
December 15, 1997. This statement requires the replacement of primary earnings
per  share  with basic earnings per share and fully diluted earnings per share
with diluted earnings per share. Management of the Company does not expect the
adoption  of  this  statement  will have a material impact on the earnings per
share  computation.



                                                                             7
AMERICAN  BINGO  &  GAMING  CORP.
June  30,  1997

ITEM  2.    MANAGEMENT'S  DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
FINANCIAL  CONDITION

American  Bingo  &  Gaming  Corp.  was  formed  as  a  Delaware corporation on
September  8,  1994  to  pursue  bingo  and gaming business opportunities. The
Company  completed  its  initial  public  offering  in  December 1994, raising
approximately  $5.2 million through the issuance of common stock and warrants.
The  Company  netted  approximately  $3.1 million from this offering after the
retirement  of  debt  and  payment  of  underwriting  fees. The Company used a
majority  of  these  proceeds  for  expansion activities in 1995. The Company,
through  its  subsidiaries,  provides  initial  investment  capital,  facility
set-up,  maintenance  and management support for charities which utilize bingo
events  as  a  means  of fundraising. Participating charities at the Company's
bingo  centers  raised over $3.6 million and $2.5 million for their operations
in  1996  and 1995, respectively. The Company's revenues are primarily derived
from  rental  revenues  from  participating  charities  that  conduct  bingo
activities  at  the  Company's  bingo  centers.  Additional  revenues are also
generated  from video gaming centers in South Carolina, as well as vending and
concession  operations, the sale of bingo paper and supplies, electronic bingo
"card-minders"  and  other  miscellaneous  revenues  in  the  Company's  bingo
centers.

Company  management  believes  that  the estimated $5.0 billion North American
charitable  bingo  market  is  fragmented  and  inefficient,  yet  potentially
profitable  for  charities  and  commercial  lessors  such as the Company. The
Company's  strategy, therefore, is to consolidate a portion of the industry to
build  a  national  chain  of  bingo  centers in lucrative markets. Management
believes  that  the  Company's  industry  experience,  economies  of scale and
financial  resources  provide  a  competitive  advantage  over competing bingo
operations, which should enable the Company and its participating charities to
mutually  prosper.  The  Company  currently  has  eighteen total bingo centers
operating  in  various markets in Texas, Alabama and South Carolina, with five
more  centers  planned  to  open  in the third quarter. The Company intends to
continue  its  expansion  through  acquisitions  and  developments in selected
markets, with the goal of operating 25-30 bingo centers by the end of 1997 and
100  bingo  centers  by the end of the year 2000. The Company also operates 15
video  gaming  centers,  with  plans  to  open  at  least  15 more by yearend.

RESULTS  OF  OPERATIONS

The Company generated consolidated revenues of $1.31 million during its second
fiscal  quarter  of  1997, ended June 30, 1997, as compared to $863,000 in the
comparable  period  of  the prior fiscal year, which represents an increase of
$447,000  or  52%.  This  quarter's  sales  increase  was primarily led by the
Company's  successful  South  Carolina  operations.  Approximately 52% of this
quarter's  revenues  were  derived  from  charity  rentals,  with  the balance
comprised  of  gaming,  paper,  concessions  and  other  sales.

Revenues for the first half of 1997 totaled $2.35 million as compared to $1.79
million  in  the  comparable 1996 period, an increase of $552,000 or 31%. This
increase  was again led by the Company's successful South Carolina operations.
The  Company expects revenues to continue to increase in 1997 based on: i) the
successful  opening  of additional bingo and gaming centers in South Carolina;
and ii) additional growth of existing operations. There can be no assurance of
either  of  the  foregoing  expectations.

Costs  and  expenses totaled $894,000 during the second quarter of 1997 versus
$726,000  in  the  comparable  1996  quarter,  which represents an increase of
$168,000  or  23%,  as  compared  to  the  Company's 52% increase in quarterly
revenues.  Costs and expenses for the first half of 1997 totaled $1.69 million
as  compared to $1.53 million in the comparable period of 1996, an increase of
$163,000  or  11%,  as  compared  to  the Company's 31% increase in first half
revenues. These cost increases were led by increased rent and supplies expense
consistent  with  the  Company's  increased  number  of bingo and video gaming
centers,  and increased general and administrative expense primarily due to an
increase  in  the  Company's  industry  lobbying  activities  and  legal fees.

                                                                             8
AMERICAN  BINGO  &  GAMING  CORP.
June  30,  1997

ITEM  2.    MANAGEMENT'S  DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
FINANCIAL  CONDITION
(CONTINUED)

Net  interest  income  for  the quarter ended June 30, 1997 totaled $14,000 as
compared to $49,000 in the year ago quarter. Net interest income for the first
half  of  1997  totaled  $78,000 as compared to $88,000 in the comparable 1996
period.  Interest income was lower in 1997 primarily due to increased interest
costs  on  the  Company's  notes  and  capital  lease  obligations.

The  Company  did not record any federal income tax expense during the current
quarter, first half of the year or comparable year ago periods due to tax loss
carryforwards. The Company's tax loss carryforward balance was in excess of $3
million  at  the  end of fiscal 1995 and in excess of $2 million at the end of
fiscal  1996.  The  Company  does  not  expect to incur any federal income tax
liability until this carryforward is depleted by operational profits, although
there  can  be  no  assurance  of  sufficient  profitability  (See  Note  7).

Net  income for the second fiscal quarter of 1997 was a record $430,000, which
equated to earnings per share of $.10 on a fully diluted basis. Net income for
the  second  quarter of 1996 was $186,000, which equated to earnings per share
of  $.05.  The majority of the Company's $244,000 or 130% quarterly net income
increase  was due to the success of the Company's South Carolina operations as
reflected  in  the  Company's  increased  operating  profits  and margins. The
Company  also  saw  increased  quarterly  profits  in  its  Texas  and Alabama
operations. Net income for the first half of 1997 totaled $732,000 or $.17 per
share  on  a fully diluted basis as compared to $354,000 or $.09 per share for
the  comparable period of 1996. This increase in profitability is again due to
the  continued strong performance of the Company's South Carolina investments.

LIQUIDITY  AND  CAPITAL  RESOURCES

At  June 30, 1997, the Company had cash and cash equivalents of $682,000, down
from $1.27 million at the end of 1996. The Company has generated over $700,000
in positive operational cash flows during the first half of 1997, but has also
invested  over  $2.36  million  in  capital investments and intangible assets,
primarily  in South Carolina. These investments will result in the addition of
nine  bingo  centers  and 24 video gaming centers in South Carolina during the
second  and  third quarters of 1997, of which four bingo centers and 11 gaming
centers  opened  in  June  of  the  second  quarter.  The Company has financed
approximately  half  of  these  investment  costs through operator and capital
lease  financing  transactions. The Company currently has lease lines totaling
$1.25 million available for equipment purchases, and expects to increase these
lines  concurrent  with  future  expansion.

Current  assets  totaled  $1.33  million  at  the  end  of the second quarter,
providing  the  Company  with  working capital of approximately $900,000 and a
current  ratio  (current  assets  divided by current liabilities) of over 3.1.
Accounts  receivable  totaled  $217,000  at June 30, 1997. Because the Company
collects  most  of  its  receivables  within  one  to four weeks from the time
earned,  accounts  receivable  normally  represent only a small portion of the
Company's  total  assets.  Total notes receivable, less provision for doubtful
collectibility,  totaled  $887,000  at  June  30,  1997. Bingo paper and other
supplies  are  expensed at the time of purchase; thus no inventory is recorded
for  operations.

Current  liabilities  totaled  $430,000 at the end of the second quarter, with
over half of this total comprised of accounts payable and accrued expenses and
the  balance  comprised of note and lease payments due over the next year. The
Company  also had $772,000 of long-term obligations, the majority of which was
for  a  note payable to the operator of the Company's South Carolina bingo and
gaming  centers  (See  Note  5).  The Company intends to finance its long-term
liabilities  with expected continued operational cash flows, particularly from
its  South Carolina operations. The Company is also evaluating the possibility
of
                                                                             9
AMERICAN  BINGO  &  GAMING  CORP.
June  30,  1997

LIQUIDITY  AND  CAPITAL  RESOURCES  (CONTINUED)

raising  additional  equity  financing  of $1 to $3 million if business growth
requirements  dictate  such and favorable equity financing terms can be found,
of  which there can be no assurance. Longer term, the Company expects to raise
over  $15  million  from the exercise of its publicly traded redeemable common
stock  purchase  warrants.  These  warrants  allow the holders to purchase one
share  of  Company  common stock at $5.00 per share. There can be no assurance
that  the  Company's  stock  price will maintain a $5.00 or higher price level
that  the  Company  believes  will be necessary to enable these warrants to be
exercised  by  holders.

The  Company  had  total assets of over $6.33 million and total liabilities of
$1.20  million  at  the  end of the second quarter, with shareholder equity of
$5.13  million.  Management  believes  that its current cash balances, current
operational  cash  flows  in excess of $100,000 per month and two credit lines
totaling $1.25 million will support operational and expansion requirements for
the  next year. The Company may seek financing for certain lucrative expansion
opportunities.

PART  II  -  OTHER  INFORMATION

ITEM  1.  LEGAL  PROCEEDINGS

On  June  12,  1997  the  individual  who  originally sold three Florida bingo
centers  to  the  Company in July of 1995 filed a lawsuit against the Company,
alleging  breach  of contract. The seller (plaintiff) alleges that the Company
has  defaulted  on  its original purchase note and stock obligations per sales
agreements.

On  July  12,  1997 the Company answered this lawsuit and filed a counterclaim
against  the  plaintiff  alleging,  among  other  things,  fraud,  negligent
representation,  breach  of  express  warranties,  contractual  indemnity  and
tortious  interference  with  contractual rights. The Company believes that it
was  materially  defrauded in its purchases of the three Florida bingo centers
from  the  plaintiff  in that he made no disclosure to the Company of a known,
ongoing  criminal  investigation  of  his  operation  of  these centers by the
Florida  State  Attorney  General's  Office. (The state of Florida temporarily
closed  these three bingo centers, as well as several others formerly owned by
the plaintiff, in November 1995). The Company believes that the plaintiff owes
the  Company monetary damages in excess of $1,000,000, because: i) these bingo
centers did not perform to the plaintiff's contractually-guaranteed net income
levels  during  the  Company's  ownership;  and  ii)  the  Company  incurred
substantial  monetary  damages  in  its  defense against the State of Florida.

The  Company and the State of Florida have since settled all matters regarding
the  Company's  previous  ownership  and operation of these bingo centers. The
State  of  Florida  is  continuing  its  prosecution  of the plaintiff, with a
criminal trial scheduled to begin September 8, 1997. The Company believes that
the  plaintiff's  lawsuit  against the Company is completely without merit and
that  the  Company  will  prevail  in  its counterclaim against the plaintiff.

On  June  19,  1997,  the Governor of Texas signed into law a bill which would
prohibit  publicly  traded  corporations  from holding a bingo center lessor's
license  in  Texas  as  of  January  1,  2001.  The Company believes that this
provision  of the bill is unconstitutional and will seek to have it judicially
annulled.  Management  does  not believe that this bill will have a materially
adverse  effect  on  the  Company  because:  i) the Company expects to prevail
legally;  ii) even if the Company were unsuccessful in its legal efforts, this
provision  of  the  bill would not take effect for three and a half years; and
iii)  the Company's operations in the state of Texas represent an increasingly
immaterial  portion  of  its  overall  profits.  However,  if  not repealed or
subsequently  changed, this provision of the new law would require the Company
to  close  or  divest  itself of its Texas bingo centers by December 31, 2000.
                                                                            10


                                  SIGNATURES


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


                                        American Bingo & Gaming Corp.

                                        October 31, 1997


                                        By:

                                        /s/ Gregory L. Wilson
                                        ---------------------
                                        Gregory L. Wilson
                                        Chief Executive Officer


                                        /s/ John T. Orton
                                        -----------------
                                        John T. Orton
                                        Chief Financial Officer