UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.   20549

                                  FORM 10-Q


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

For  the  quarterly  period  ended  September  30,  1996

[    ]     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  0-20712

                                     CASINO MAGIC CORP.
            (Exact name of registrant as specified in its charter)

     MINNESOTA                    64-0817483
          (State  or  other  jurisdiction  of          (I.R.S.  Employer
      incorporation  or  organization)          Identification  No.)

             711 CASINO MAGIC DRIVE, BAY ST. LOUIS, MS   39520
             (Address of principal executive offices) (Zip Code)

                                              (601) 467-9257
            (Registrant's telephone  number, including area code)

                                           NOT APPLICABLE
             (Former name, former address and former fiscal year,
                        if changed since last report)

     Indicate  by  check mark whether the registrant (1) has filed all reports
required to be filed by Sections 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 ______

Indicate  the  number  of shares outstanding of the issuer's classes of common
stock,  as  of  the  latest  practicable  date.

    35,637,083 shares common stock outstanding as of November 13, 1996
                                     

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES

                              TABLE OF CONTENTS


PART  I          FINANCIAL  INFORMATION          PAGE  NO.
     Item  1.          Financial  Statements
     Condensed  Consolidated  Statements  of  Operations
     For  the  nine  months  ended  September  30,  1996  and  1995..........1
     Condensed  Consolidated  Statements  of  Operations
     For  the  three  months  ended  September  30,  1996  and  1995........2
     Condensed  Consolidated  Balance  Sheets  -
     September  30,  1996  and  December  31,  1995......................3
     Condensed  Consolidated  Statements  of  Cash  Flows  -
     For  the  nine  months  ended  September  30,  1996  and  1995.........4
     Notes  to  Condensed  Consolidated  Financial  Statements............5-11
     Item  2.          Management's  Discussion  and  Analysis  of  Financial
     Condition  and  Results  of  Operations......................12-22

PART  II          OTHER  INFORMATION
     Item  1.          Legal
Proceedings.............................................23
     Item  2.          Changes  in
Securities.........................................23
     Item  3.          Default  Upon  Senior
Securities.................................23
     Item  4.          Submission  of  Matters  to  a  Vote  of  Security
Holders............23
     Item  5.          Other
Information..............................................23
     Item  6.          Exhibits  and  Reports  on  Form
8-K...............................24

SIGNATURES.....................................................25

13

                       PART I - FINANCIAL INFORMATION
                                      
                     CASINO MAGIC CORP. AND SUBSIDIARIES

               CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
     (UNAUDITED)
<TABLE>

<CAPTION>

                                                              NINE  MONTHS  ENDED
                                                              SEPTEMBER  30,
                                                             1996            1995


<S>                                                                              <C>

REVENUES:
     Casino........................................$118,123,734   $126,991,812
     Food and beverage................................4,897,699      4,750,428
     Room.............................................1,442,641     1,943,621
     Royalty and management fees......................2,860,041     1,587,865
     Other operating income...........................1,439,795.......597,789
-------------------------------------------------------------------------------                                        

          Total revenues............................128,763,910                                             135,871,515
-------------------------------------------------------------------------------  --------------------------------------

COSTS AND EXPENSES:
     Casino.........................................9,475,040      53,055,671
     Food and beverage..............................5,543,721       4,966,277
     Rooms............................................811,275         995,731
     Other operating costs and expenses.............1,883,661         972,163
     Advertising and marketing.....................15,288,395       18,703,291
     General and administrative.....................15,288,225      18,013,104
     Property operation, maintenance and energy cost.4,818,119       5,056,073
     Rents, property taxes and insurance                                         .............4,234,866       4,246,628
     Development expenses............................1,462,841       1,525,458
     Preopening expense.....................................--       1,940,785
     Depreciation and amortization..................12,564,323      10,762,792
-------------------------------------------------------------------------------                                        

          Total costs and expenses.................111,370,466                                              120,237,973
-------------------------------------------------------------------------------  --------------------------------------

INCOME FROM OPERATIONS..............................17,393,444    15,633,542
-------------------------------------------------------------------------------                                        

OTHER (INCOME) EXPENSE:
     Equity (income) loss from unconsolidated
          casino operations...........................(883,337)       (56,224)
     Interest expense, net...........................12,250,572    11,652,833
     Other............................................  259,598       177,099
     Write-off of in Porto Carras Casino, S.A........26,982,422            --
-------------------------------------------------------------------------------                                        

          Total other expense........................38,609,255  11,773,708
-------------------------------------------------------------------------------                                        

INCOME (LOSS) BEFORE INCOME TAXES:..................(21,215,811)     3,859,834

INCOME TAX EXPENSE (BENEFIT).........................(3,836,505)     1,732,928
-------------------------------------------------------------------------------                                        

NET INCOME (LOSS) ................................$(17,379,306)     $2,126,906
===============================================================================                                        

NET INCOME (LOSS) PER COMMON SHARE:
     Primary........................................$(.48)      $.06
===============================================================================                                        
     Fully-diluted...............                  .$(.49)       $.06
===============================================================================                                        
AVERAGE SHARES AND EQUIVALENTS OUTSTANDING:
     Primary.......................................  36,485,878    33,913,256
===============================================================================                                        
     Fully-diluted........ ........................  35,387,280    33,951,218
===============================================================================                                        
</TABLE>


          SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES

               CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
     (UNAUDITED)
<TABLE>

<CAPTION>

                                                             THREE  MONTHS  ENDED
                                                            SEPTEMBER  30,
                                                             1996                1995


<S>                                                                               <C>

REVENUES:
     Casino..........................................$39,849,171 $43,553,337
     Food and beverage..................................1,718,984    1,797,133
     Rooms................................................505,075      729,859
     Royalty and management fees..........................730,034  1,291,716
     Other operating income................................467,971    145,592
--------------------------------------------------------------------------------                      

          Total revenues.................................43,271,235 47,517,637
--------------------------------------------------------------------------------                      
COSTS AND EXPENSES:
     Casino..............................................16,432,601 18,052,479
     Food and beverage....................................2,010,774  1,725,244
     Rooms..................................................279,844    350,650
     Other operating costs and expenses.....................721,940    326,188
     Advertising and marketing............................5,365,483   6,274,926
     General and administrative...........................5,422,144   5,383,581
     Property operation, maintenance and energy cost......1,681,739   1,728,713
     Rents, property taxes and insurance...................1,348,281  1,420,666
     Development expenses....................................473,117  398,162
     Preopening expenses.........................................--   (458,570)
     Depreciation and amortization........................4,179,874  4,090,317
--------------------------------------------------------------------------------                      

          Total costs and expenses.......................37,915,797  39,292,356
--------------------------------------------------------------------------------                      

INCOME FROM OPERATIONS.....................................5,355,438  8,225,281
--------------------------------------------------------------------------------                      

OTHER (INCOME) EXPENSE:
     Equity loss from unconsolidated casino operations....(290,088) (1,739,589)
     Interest expense, net...............................4,540,596  3,968,882
     Other.................................................146,616    544,133
     Write-off of in Porto Carras Casino, S.A.........  .                         26,982,422        --
                                                                                  --------------------

          Total other expense............................31,379,546  2,773,426
--------------------------------------------------------------------------------                      

INCOME (LOSS) BEFORE INCOME TAXES:.....................(26,024,108)  5,451,855

INCOME TAX EXPENSE (BENEFIT)............................(5,341,377)  2,049,844
--------------------------------------------------------------------------------                      

NET INCOME (LOSS).....................................$(20,682,731)  $3,402,011
================================================================================                      

NET INCOME (LOSS) PER COMMON SHARE:
     Primary...............................................$(.57)$.10
================================================================================                      
     Fully-diluted........................................$(.57)  $.10
================================================================================                      
AVERAGE SHARES AND EQUIVALENTS OUTSTANDING:
     Primary...........................................  36,403,759   35,783,30
================================================================================                      
     Fully-diluted  .....................................36,404,350  35,783,642
================================================================================                      
</TABLE>


          SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES

                    CONDENSED CONSOLIDATED BALANCE SHEETS

                                   ASSETS
<TABLE>

<CAPTION>

 SEPTEMBER  30,          DECEMBER31,
   1996              1995  (*)
   (UNAUDITED)


<S>                                                                              <C>

CURRENT ASSETS:
     Cash and cash equivalents                       $16,699,095  $30,755,698
Restricted cash.......................................37,816,861           --
     Other current assets.....                        . 16,551,141  17,325,354
-------------------------------------------------------------------------------                                          

          Total current assets...........................71,067,097 48,081,052
-------------------------------------------------------------------------------                                          

PROPERTY AND EQUIPMENT, NET............................249,199,965 169,791,757
-------------------------------------------------------------------------------                                          

OTHER LONG-TERM ASSETS:
     Investment in unconsolidated subsidiaries                                   .............716,011 18,574,859
     Deferred gaming license cost.......................16,841,976        --
     Foreign casino concession agreement, net............9,726,174  10,437,845
     Other long-term assets                           ..26,071,861  21,545,329
-------------------------------------------------------------------------------                                          

          Total other long-term assets                                           .................53,356,022  50,558,033
                                                                                 ----------------------------------------
                                                   $373,623,084 $268,430,842
===============================================================================                                          


LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES...................................  34,400,050  32,170,741
-------------------------------------------------------------------------------                                          

OTHER LONG-TERM LIABILITIES............................  2,550,809   4,241,325
-------------------------------------------------------------------------------                                          

LONG-TERM DEBT, NET OF CURRENT MATURITIES..............                          258,615,025 136,840,010
                                                                                 ----------------------------------------

COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' EQUITY:
Common stock, $0.01 par, 50,000,000 shares authorized,
35,535,083 issued and outstanding at September 30, 1996 and
35,279,564 issued and outstanding at December 31, 1995                           .........355,351 352,796
Undesignated stock, 2,500,000 shares authorized, none issued
----Additional paid-in capital...........................66,485,475 66,087,413
 Retained earnings......................................11,696,979  29,076,285
Currency translation adjustments..........................(303,023)  (224,195)
Less unearned compensation................................ (177,582) (113,533)
-------------------------------------------------------------------------------                                          

          Total shareholders' equity....................78,057,200                                             95,178,766
-------------------------------------------------------------------------------  ----------------------------------------
                                                   $373,623,084  $268,430,842
===============================================================================                                          

SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
* DERIVED FROM AUDITED FINANCIAL STATEMENTS

<PAGE>
 CASINO MAGIC CORP. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH  FLOWS
                                                                                                              (UNAUDITED)


<CAPTION>

     NINE  MONTHS  ENDED
       SEPTEMBER  30,
        1996                    1995


<S>                                                                             <C>

CASH FLOWS FROM OPERATING ACTIVITIES:
     Net income (loss)...............................$(17,243,368) $2,216,906
     Adjustments for non-cash charges                                           ...................29,882,726 12,795,592
     Changes in assets and liabilities                                          ..................(5,687,216) 3,405,233
                                                                                ------------------------------------------
          NET CASH PROVIDED BY OPERATING ACTIVITIES                             ......6,952,142 18,417,731
                                                                                ------------------------------------------

CASH FLOWS FROM INVESTING ACTIVITIES:
     Acquisitions of property and equipment                                     ..........(42,202,267) (8,871,140)
     Acquisition of gaming license...................(15,000,000)        --
     Investments in unconsolidated subsidiaries................                                            --  (7,489,669)
     Decrease in marketable securities.........................--   8,744,233
     Other, net.......................................... 898,890  (2,374,716)
------------------------------------------------------------------------------                                            
          NET CASH USED IN  INVESTING ACTIVITIES...                                                         ..(56,303,377)
                                                                                ------------------------------------------

CASH FLOWS FROM FINANCING ACTIVITIES:
     Proceeds from issuance of notes payable
        long-term debt...............................121,077,031    1,424,401
     Principal payments on notes payable
         and long-term deb.........................(48,230,214)   (2,803,934)
     Net proceeds from sale of common stock             264,676                                                 8,322,805 
     Other.............................................      --       373,560
------------------------------------------------------------------------------                                            
          NET CASH PROVIDED BY FINANCING ACTIVITIES                                                            73,111,493 
                                                                                ------------------------------------------

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                                                           23,760,258 

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                                  30,755,698   20,486,068
                                                                                ------------------------------------------

CASH AND CASH EQUIVALENTS, END OF PERIOD............                            54,515,956  $36,229,339
                                                                                ==========================================

SUPPLEMENTAL CASH FLOW INFORMATION
CASH PAID DURING THE PERIOD FOR:
     Interest (net of amount capitalized)..........                             6,558,224  $7,665,034
     Income taxes (net of refunds)..................(7,587,982)                                                (4,236,206)

SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
     Property and equipment and other asset acquisitions included in
        accounts and construction payable and accrued
         expenses                                        1,225,532   --
     Property and equipment financed with long-term debt                                                  46,416,570   -- 
     Gaming license acquisition financed with
        long-term debt....................................1,042,070    --
     Common stock granted to officers.......................135,398   --
     Reclassification of long-term liabilities
         to accrued expenses...............................250,000  7,210,000
     Acquisition of securities available-for-sale
        through sale of subsidiary.........................1,198,052      --
     Commitment for land option..................................--   750,000
     Write-off of unearned compensation......................--.....1,047,573
      Reserve for shut down of Porto Carras.................4,078,320  --
     Purchase of all the capital stock of
        Casino One Corporation for 2,125,000
          shares of Casino Magic Corp. stock...................--                                              12,617,187 


<S>                                                                             <C>

CASH FLOWS FROM OPERATING ACTIVITIES:
     Net income (loss)...............................$(17,243,368) $2,216,906
     Adjustments for non-cash charges
     Changes in assets and liabilities

          NET CASH PROVIDED BY OPERATING ACTIVITIES


CASH FLOWS FROM INVESTING ACTIVITIES:
     Acquisitions of property and equipment
     Acquisition of gaming license...................(15,000,000)        --
     Investments in unconsolidated subsidiaries................
     Decrease in marketable securities.........................--   8,744,233
     Other, net.......................................... 898,890  (2,374,716)
------------------------------------------------------------------------------             
          NET CASH USED IN  INVESTING ACTIVITIES...                             (9,991,292)
                                                                                -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
     Proceeds from issuance of notes payable
        long-term debt...............................121,077,031    1,424,401
     Principal payments on notes payable
         and long-term deb.........................(48,230,214)   (2,803,934)
     Net proceeds from sale of common stock             264,676
     Other.............................................      --       373,560
------------------------------------------------------------------------------             
          NET CASH PROVIDED BY FINANCING ACTIVITIES                              7,316,832 
                                                                                -----------

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                            15,743,271 

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD


CASH AND CASH EQUIVALENTS, END OF PERIOD............


SUPPLEMENTAL CASH FLOW INFORMATION
CASH PAID DURING THE PERIOD FOR:
     Interest (net of amount capitalized)..........
     Income taxes (net of refunds)..................(7,587,982)

SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
     Property and equipment and other asset acquisitions included in
        accounts and construction payable and accrued
         expenses                                        1,225,532   --
     Property and equipment financed with long-term debt
     Gaming license acquisition financed with
        long-term debt....................................1,042,070    --
     Common stock granted to officers.......................135,398   --
     Reclassification of long-term liabilities
         to accrued expenses...............................250,000  7,210,000
     Acquisition of securities available-for-sale
        through sale of subsidiary.........................1,198,052      --
     Commitment for land option..................................--   750,000
     Write-off of unearned compensation......................--.....1,047,573
      Reserve for shut down of Porto Carras.................4,078,320  --
     Purchase of all the capital stock of
        Casino One Corporation for 2,125,000
          shares of Casino Magic Corp. stock...................--
</TABLE>


          SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES

             NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
         (INFORMATION WITH RESPECT TO THE THREE AND NINE MONTHS ENDED
                  SEPTEMBER 30, 1996 AND 1995 IS UNAUDITED)

1.        SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, RISKS AND UNCERTAINTIES:

ORGANIZATION  AND  BASIS  OF  PRESENTATION:
The  consolidated  financial  statements  include the accounts of Casino Magic
Corp.  and  its  wholly-owned  subsidiaries  ("the Company").  All significant
intercompany  accounts  and transactions have been eliminated.  Investments in
unconsolidated  affiliates  are  accounted  for  using  the  equity  method of
accounting.
The  Company  conducts casino gaming operations in Bay St. Louis, Mississippi,
Biloxi,  Mississippi,  in  the  Argentina Province of Neuquen in the cities of
Neuquen  City and San Martin de los Andes, and through a jointly owned company
in  Porto  Carras,  Greece; however, the Company anticipates that Porto Carras
Casino  will  be  closed or sold in the near future.  See Note 2.  The Company
manages  one  casino  facility  in  Xanthi, Greece.  The Company opened casino
gaming  operations  in  Bossier  City,  Louisiana  on  October  4,  1996.  
Additionally,  Casino  Magic  is  pursuing  gaming  opportunities  in  other
jurisdictions.
Certain  information  and  footnote disclosures normally included in financial
statements  prepared  in  accordance  with  generally  accepted  accounting
principles  have  been  condensed  or  omitted.
The accompanying unaudited condensed consolidated financial statements contain
all  adjustments which are, in the opinion of management, necessary for a fair
statement  of  the  results of the interim periods.  The results of operations
for  the  interim  periods  are not indicative of results of operations for an
entire  year.
It  is  suggested  that  these  consolidated  financial  statements be read in
conjunction  with  the consolidated financial statements and the notes thereto
included  in  the  Company's  Annual  Report  on  Form 10-K for the year ended
December  31,  1995.
Certain  reclassifications  have been made to 1995 amounts to conform with the
September  30,  1996  presentation.
ACTIVITIES  OF  THE  COMPANY:
Casino  Magic  of  Louisiana  Corp.  ("Louisiana  Corp."),  holds a license to
operate  riverboat  gaming  activities  (referred  to as "Casino Magic-Bossier
City")  in  Bossier  City  Louisiana.  Using a temporary facility, the Company
began  operations in Bossier City, Louisiana, on October 4, 1996, on a 23 acre
parcel  of  land.
CERTAIN  SIGNIFICANT  RISKS  AND  UNCERTAINTIES:
Gaming  regulation licensing.  The Company has gaming operations in the United
States and abroad that depends on the continued licensability or qualification
of  the  Company  and  subsidiaries  that  hold  gaming  licenses  in  various
jurisdictions.    Such  licensing  and qualifications are reviewed and require
renewal  periodically  by  the  gaming  authorities  in  those  jurisdictions.
Competition.    The  gaming  industry is extremely competitive and the Company
faces  competition  from  existing  and proposed gaming operations in both the
United  States, specifically on the Mississippi Gulf Coast where the Company's
two  major  casino  facilities  are located, and abroad.  Casino Magic-Bossier
City  opened on October 4, 1996, and faces competition from three existing and
proposed  additional  gaming  operations  in  the  Bossier  City/Shreveport,
Louisiana  area.
Substantial  leverage and ability to service debt.  Following the consummation
of  the  debt  offering  related  to Casino Magic-Bossier City of $115,000,000
aggregate  principal amount of first mortgage notes, which are non-recourse to
the  parent  (see  Note  5), the Company is highly leveraged, with substantial
debt  service  in  addition  to  construction  and  operating  expenses.

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES

             NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
         (INFORMATION WITH RESPECT TO THE THREE AND NINE MONTHS ENDED
                  SEPTEMBER 30, 1996 AND 1995 IS UNAUDITED)

1.         SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, RISKS AND UNCERTAINTIES
(CONTINUED):

CERTAIN  SIGNIFICANT  RISKS  AND  UNCERTAINTIES  (CONTINUED):
Construction  risks.    Any  construction project such as the Company's Casino
Magic-Bossier  City project entails significant construction risks, including,
but  not  limited  to,  cost  overruns,  delays  in  receipt  of  governmental
approvals, shortages of materials or skilled labor, labor disputes, unforeseen
environmental  or engineering problems, work stoppages, fire and other natural
disasters,  construction scheduling problems and weather interferences, any of
which,  if  it  occurred,  could delay construction or result in a substantial
increase  in  costs  to  the  Company.    Such  risks may be compounded by the
Company's  decision  to  construct Casino Magic-Bossier City on an accelerated
schedule.
Foreign  operations.    The  Company  has  investments  and  net  assets  of
approximately  $16.9  million  in  gaming  operations  in  Argentina which are
subject  to risks associated with the distance of these casino facilities from
the  Company's executive offices, the stability of the relevant government and
local  economy,  regulations  imposed  by  a foreign government, the continued
ability  to  repatriate  cash,  and  currency  exchange  issues.
Severe  weather.    The  Mississippi  Gulf Coast is subject to severe weather,
including hurricanes.  Severe weather could cause damage to one or both of the
Company's  Mississippi  casino  facilities.    The Company maintains insurance
against  casualty  losses  resulting from severe weather, and against business
interruption.  Such  insurance  may  not adequately compensate the Company for
loss  of  profits  resulting  from  severe  weather.
Pervasiveness  of  estimates.    The  preparation  of  financial statements in
conformity  with  generally accepted accounting principles requires management
to  make  estimates and assumptions that affect the reported amounts of assets
and  liabilities  and  disclosure  of contingent assets and liabilities at the
date  of  the  financial  statements  and the reported amounts of revenues and
expenses  during the reporting period.  Actual results could differ from those
estimates.

2.          IMPAIRMENT  OF  LONG  LIVED  ASSETS
At September 30, 1996, management determined that its 49% equity investment in
Porto Carras Casino S.A., and notes and accounts receivable relating to unpaid
management  fees  and  royalties,  was  impaired.  Because of this impairment,
management wrote off its investment in such gaming facilities in Porto Carras,
Greece,  ("Porto  Carras")  and  in  all  unpaid notes and receivables related
thereto.    This  charge included $16.0 million which represents the Company's
investment  in Porto Carras, $6.9 million in outstanding receivables and other
assets, and an estimated $4.0 million shut down accrual. Management's decision
was  based,  primarily,  on  recent  results  from  the Company's Greek gaming
facilities.    In September 1996, Hyatt Corporation opened a new casino in the
City  of  Thessaloniki,  Porto Carras's primary market and was required by the
Greek  Government  to charge an $8 admission tax compared to Porto Carras' $20
admission tax.  Although the Company anticipated some revenue loss as a result
of  this  increased  competition  and  admission  fee differential, the actual
effects have been much greater than anticipated and resulted in a $2.0 million
loss from operations at Porto Carras for the month of September 1996.  Despite
new  marketing  and  cost  containment  efforts,  these losses have continued;
furthermore,  the majority owner in Porto Carras venture has been unwilling or
unable  to  advance  any  funds  to the operation.  Additionally, the majority
owner  has  informed  the  Company  that  it  does  not  intend  to  operate a
substantial  portion of the Porto Carras resort area, consisting of two hotels
and  amenities, during the 1997 season.  These factors, among others, have led
to the Company's decision to write off its investment in Porto Carras and will
most  likely  lead  to  the  closure  or selling for a nominal amount of Porto
Carras  in  the  near  future.   The Company continues to explore its options,
including  a  sale  or  liquidation  of  its  share  of  Porto  Carras.

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES

             NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
         (INFORMATION WITH RESPECT TO THE THREE AND NINE MONTHS ENDED
                  SEPTEMBER 30, 1996 AND 1995 IS UNAUDITED)

3.          PROPERTY  AND  EQUIPMENT:
Property  and  equipment  consists  of  the  following:
<TABLE>

<CAPTION>

    SEPTEMBER  30,            DECEMBER  31,
    1996        1995
     (UNAUDITED)


<S>                                                                          <C>

Land and improvements............................$66,822,229  $58,018,386
Buildings and improvements........................41,615,235  41,672,748
Barges and improvements...........................55,067,757  35,973,068
Crescent City Riverboat............................30,650,576    --
Leasehold improvements................................348,621  1,362,141
Furniture and equipment............................68,159,622 54,916,169
Construction in progress.........................  25,087,558  8,424,425
---------------------------------------------------------------------------              

                                                  287,751,598 200,366,937
Less accumulated depreciation.....................(38,551,633)               (30,575,180)
---------------------------------------------------------------------------  ------------
                                                  $249,199,965$169,791,757
===========================================================================              
</TABLE>



In  May  1996,  Casino  Magic,  through its wholly-owned subsidiary, Jefferson
Corp.  acquired  Crescent  City  Capital  Development  Corporation  ("Crescent
City"), for $50 million plus the assumption of up to $5.7 million in equipment
liabilities.    Jefferson Corp. paid $15 million in cash at closing and caused
Crescent  City  to  issue  $35  million  of  11.5%  secured,  three year notes
("Louisiana  Notes").    Crescent  City,  which  was  the subject of a plan of
reorganization  under  Chapter  11 of the U.S. Bankruptcy Code, at the time of
the  acquisition  owned  the  Crescent  City  Queen  riverboat ("Crescent City
Riverboat"),  gaming  and  related  equipment,  surveillance  equipment  and a
license  to  conduct  riverboat gaming operations in Louisiana.  Crescent City
emerged  from  the  bankruptcy  proceedings  and the concurrent acquisition by
Jefferson  Corp.  renamed  as  Casino  Magic  of  Louisiana, Corp. ("Louisiana
Corp.")    The  balances  associated  with  the  costs  of  the  Crescent City
Riverboat,  gaming  license  (shown  under  other  assets)  and various gaming
equipment  are  comprised  of  the cost to acquire Louisiana Corp., additional
costs  incurred  to  operate  and  maintain  the  Crescent  City Riverboat and
capitalized interest.  The acquisition of Crescent City by Jefferson Corp. was
accounted  for  as  a  purchase.

The  Crescent  City  Riverboat  is  stated  at  its estimated fair value.  The
allocation  of  the fair value of the acquired assets are subject to revisions
within  a  one-year  period  from  the date of acquisition based on subsequent
events  in  accordance  with  the  principles  of  purchase  accounting.

The  Crescent  City  Riverboat  is  located  in  a  shipyard  in  Morgan City,
Louisiana.    Louisiana Corp. anticipates selling the Crescent City Riverboat.

Interest  is capitalized during construction at the Company's weighted average
interest  rate.   Interest is also capitalized on deferred gaming license cost
(shown under other assets) as the license is an integral part of the riverboat
casino  and  entertainment complex under development.  For the period from May
13,  1996 through September 30, 1996, approximately $1,500,000 and $800,000 of
interest  cost  was capitalized related to property and equipment and deferred
gaming  license  cost,  respectively.

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES

             NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
         (INFORMATION WITH RESPECT TO THE THREE AND NINE MONTHS ENDED
                  SEPTEMBER 30, 1996 AND 1995 IS UNAUDITED)
4.          OTHER  ASSETS:
Included  under  other  assets  is  "Deferred  gaming license cost."  Deferred
gaming  license  costs  represent  the  estimated  fair value of the Louisiana
gaming license, an asset acquired in conjunction with the purchase of Crescent
City.  This cost will be amortized on a straight-line basis over the estimated
life  of  the  license  of  twenty-five years, assuming subsequent renewals by
Louisiana  gaming  regulators.

5.          LONG-TERM  DEBT:
Long-term  debt,  including  capital  lease  obligations,  consists  of  the
following:
<TABLE>

<CAPTION>

SEPTEMBER
30,DECEMBER31,
   1996      1995
 (UNAUDITED)



<S>                                                                          <C>

Notes payable, bank (a)............................$5,222,668  $2,765,423
Notes payable, equipment (b).........................4,340,896  --
Notes payable, land (c)..............................3,805,797  4,102,507
Capital lease obligations..............................273,322  259,557
Other (d),.............................................832,005  928,500
Louisiana First Mortgage Notes (as defined herein) (e)                                       115,000,000  -- 
First Mortgage Notes (as defined herein) (f)                                 ........135,000,000 135,000,000
     Unamortized original issue discount.........                            (2,373,147)  (2,620,232)
                                                                             --------------------------------
 ..................................................262,101,541  140,435,755
Less current maturities............................(3,486,516)  (3,595,745)
---------------------------------------------------------------------------                                  

                                                  $258,615,025$36,840,010
===========================================================================                                  
</TABLE>



(a)          Consist  of  three  notes  payable to banks.  The detail of these
notes  is  as  follows:  (i)  $3,000,000  uncollateralized  promissory  note,
payable  in  monthly  installments  of  interest  only  through  July  1996;
thereafter,  principal  and  interest based on a 60 month amortization through
February  2000.    The  promissory note bears interest at prime plus 1% (9.25%
at  September  30,  1996) throughout the life of the note with a final balloon
payment  due  on  2000.    (ii)  $1,700,000  note  collateralized  by  gaming
equipment.    The  first  payment  is  due  60  days  following the opening of
Casino  Magic-Bossier  City's  gaming  facility.    The  note  is  payable  in
thirty-six  monthly  payments  of $53,463.49, including interest at prime plus
1/4%  (8.5%  at  September  30,  1996).    (iii)  $1,343,749  assumed  note
collateralized  by  the  company  jet.    The  note is payable in 40 remaining
monthly  payments  of  $35,000,  including interest at prime plus 1% (9.25% at
September  30,  1996)  throughout  the  life  of the note with a final balloon
payment  due  October  1999.

(b)      Note collateralized by gaming equipment.  The first payment is due 60
days  following  the  opening of Casino Magic-Bossier City's gaming facility. 
The  note  is payable in thirty-six monthly payments of $135,788.17, including
interest  at  prime  plus  1%  (9.25%  at  September  30,  1996).

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES

             NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
         (INFORMATION WITH RESPECT TO THE THREE AND NINE MONTHS ENDED
                  SEPTEMBER 30, 1996 AND 1995 IS UNAUDITED)

5.          LONG-TERM  DEBT  (CONTINUED):
(c)     Consists of four notes payable for land acquisitions at June 30, 1996.
 The  detail  of  the four notes is as follows: (i) $1,258,544 note payable in
monthly installments of $14,446 including interest at prime plus 2% (10.25% at
June  30,  1996),  through  April 1997;. (ii) $870,942 note payable in monthly
installments  of  $12,134  including  interest  at 8% through July 2003. (iii)
$3,000,000 note payable in monthly installments of $111,699 including interest
at  8.75%  through  November  1998

(d)          Consists of various collateralized notes payable through the year
2004.    The  interest rates on these notes vary from 7.9% to 10% fixed rates.

(e)          On  August  22,  1996,  a wholly owned subsidiary of the Company,
Louisiana  Corp., sold $115,000,000 million aggregate principal amount of 13%,
First Mortgage Notes securities due in 2003 ("Louisiana First Mortgage Notes")
with  contingent  interest. The Louisiana First Mortgage Notes are governed by
an  Indenture  (the  "Louisiana  Indenture").

     Contingent  Interest is payable on the Louisiana First Mortgage Notes, on
each  interest  payment  date, in an aggregate amount equal to 5% of Louisiana
Corp.  Adjusted  Consolidated Cash Flow (this and other capitalized terms used
in  this  note  5(e)  and  not  elsewhere defined herein are as defined in the
Louisiana Indenture) for the six-month period ending on June 30 or December 31
(each,  a  "Semiannual Period") most recently completed prior to such interest
payment  date; provided that no Contingent Interest is payable with respect to
any period prior to the Commencement Date.  Payment of all or a portion of any
installment of Contingent Interest may be deferred, at the option of Louisiana
Corp.,  if,  and  only  to the extent that, (i) the payment of such portion of
Contingent  Interest  will  cause the Company's Adjusted Fixed Charge Coverage
Ratio  for Louisiana Corp.'s most recently completed Reference Period prior to
such  interest  payment  date  to be less than 1.5 to 1.0 on a pro forma basis
after  giving  effect  to  the assumed payment of such Contingent Interest and
(ii)  the principal amount of the Louisiana First Mortgage Notes corresponding
to  such  Contingent  Interest has not then matured and become due and payable
(at  stated  maturity,  upon acceleration, upon redemption, upon maturity of a
repurchase  obligation  or  otherwise).    The  aggregate amount of Contingent
Interest  payable  in  any  Semiannual  Period  will  be  reduced pro rata for
reductions  in the outstanding principal amount of notes prior to the close of
business  on  the record date immediately preceding such payment of Contingent
Interest.

     The  Louisiana  Indenture  pursuant to which the Louisiana First Mortgage
Notes  have been issued contains certain covenants that will limit the ability
of  the  Company and its subsidiaries to, among other things, incur additional
Indebtedness  and  issue  preferred  stock, pay dividends, make investments or
make  other  restricted  payments,  incur  liens,  enter  into  mergers  or
consolidations,  enter  into  transactions  with  affiliates  or  sell assets.

(f)          On  October  14,  1993, a wholly owned indirect subsidiary of the
Company,  Casino  Magic  Finance Corp. ("Finance Corp."), sold $135,000,000 in
aggregate  principal  amount  of 11 1/2% First Mortgage Notes due in 2001 (the
"Finance Notes") and warrants to purchase 810,000 shares of Casino Magic Corp.
common  stock.    Proceeds  from  the  Notes were allocated by the underwriter
between Finance Corp. and the Company based on the estimated fair market value
at  the  time of issuance of the Finance Notes and the warrants in the amounts
of  $131,760,000  and $3,240,000 ($4 per warrant), respectively.  The value of
the  warrants  is  treated  as original issue discount for financial statement
purposes,  and  is  reflected  in  the balance sheet net of amortization as an
adjustment  to  the  carrying  value of long-term debt.  The Finance Notes are


<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES

             NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
         (INFORMATION WITH RESPECT TO THE THREE AND NINE MONTHS ENDED
                  SEPTEMBER 30, 1996 AND 1995 IS UNAUDITED)

5.          LONG-TERM  DEBT  (CONTINUED):
governed  by  an  Indenture  (the  "Indenture")  entered into on the same date
between  Finance  Corp.,  the Company and IBJ Schroder Bank & Trust Company as
the  Trustee.    Under Section 4.10 of the Indenture, the Company's ability to
pay  dividends  on  its  common  stock  is  restricted  to  an amount which is
determined under a formula based primarily on the Company's future income, and
is precluded upon the occurrence of an "Event of Default" as defined under the
Indenture.   Events of Default include, among other things, the failure to pay
the interest or principal due on the Finance Notes, the entry of a judgment in
excess  of  $10,000,000  against the Company or certain material subsidiaries,
which  is  not  discharged  within 60 days after entry, and the default by the
Company  or  certain  material  subsidiaries  under  indebtedness due to third
parties.    The Indenture also contains certain covenants that restrict, among
other  things,  the  making  of certain investments, payments of dividends and
other  distributions,  the  incurrence  of  additional indebtedness and future
guarantees  of  indebtedness,  certain  transactions  with  shareholders  and
affiliates,  certain  mergers  and consolidations, certain asset sales and the
creation of certain liens.  Additionally, in Mississippi, where certain of the
Company's subsidiaries are incorporated, laws exist which prohibit payments of
dividends if such payments would create negative equity on a fair market value
basis.    The  Finance  Notes  are secured by a pledge of the stock of Finance
Corp.,  Bay  St.  Louis  and  Biloxi  along  with  the  accounts  receivable,
inventories,  property  and  equipment,  property  held  for  development  and
deposits  of Bay St. Louis and Biloxi.  The book basis of these pledged assets
is  approximately  $154,000,000 at September 30, 1996.  The effective interest
rate  of the Notes is 13.06%. The proceeds from the Finance Notes were used to
pay  off  substantially  all  outstanding  obligations  at  October  14, 1993.

Maturities  of  the  Company's  long-term  debt,  including  capital  lease
obligations,  as  of  September  30,  1996,
are  as  follows:
Year  ending  September  30,
1997.......................$3,486,515
1998........................5,931,587
1999........................3,442,888
2000..........................826,883
2001..........................240,039
Thereafter................250,546,775

Unamortized  original  issue  discount
                           (2,373,147)
                                                  $262,101,54
6.          GOLDIGGERS  SALE:
On  June  13,  1996,  the  Company  sold the capital stock of Atlantic-Pacific
Corp.,  which  operates  "Goldiggers," a small casino-hotel in Deadwood, South
Dakota,  with  approximately  8,500  square feet of gaming area and nine hotel
rooms, to Royal Casino Group, Inc. ("RCG"), an unaffiliated party whose common
stock  trades on the NASDAQ market (ticker symbol WINZ.)  Goldiggers generated
revenues  of  $754,082  and  a  pre-tax  operating  cash  flow  deficit  of
approximately $210,028 during the first six months of 1996 and, except for its
negative cash flow impact, had not been regarded by the Company as material to
its  operations  for  several  years.    In consideration for the sale of such
stock, the Company received shares of RCG Series A Convertible Preferred Stock
and  warrants  to  acquire shares of RCG common stock.  The Indenture required
that  at  least 85% of the consideration received by the Company in respect of
such  asset  sale be in the form of cash.  By selling such securities for cash
to  a  subsidiary  that  is  not  subject  to the investment covenants of such
Indenture,


<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES

             NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
              (INFORMATION WITH RESPECT TO THE NINE MONTHS ENDED
                  SEPTEMBER 30, 1996 AND 1995 IS UNAUDITED)

6.          GOLDIGGERS  SALE  (CONTINUED):
Management  has  taken  steps  which  it  believes are sufficient to cure such
violation.    The  securities  are  held as of August 9, 1996, by Casino Magic
American  Corp.,  a  wholly-owned subsidiary of the Company, and are valued on
the  Company's  balance  sheet  at  $1,350,156  at  September  30,  1996.
7.          SUBSEQUENT  EVENTS:
On October 4, 1996, Louisiana Corp. began gaming operations, using a temporary
facility  in  Bossier  City,  Louisiana.
On  November  5, 1996, voters in Louisiana parishes Caddo and Bossier passed a
referendum allowing for the continuation of riverboat gaming in the respective
parish.

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES

                   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The  discussions  regarding  proposed  Company  developments  and  operations
included  in  "MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS  OF  OPERATIONS"  and  "NOTES  TO  CONDENSED  CONSOLIDATED  FINANCIAL
STATEMENTS"  contain forward looking statements that involve a number of risks
and uncertainties.  These forward-looking statements relate to: (i) completion
of  the  golf  course at Casino Magic-BSL in early 1997; (ii) the construction
project  at  Bossier  City,  (iii)  completion of a hotel in 1997 or 1998, and
repositioning of the gaming facility, at Casino Magic-Biloxi; (iv) the pending
closure  of  Porto  Carras.  (v)  the  Company's  ability  to  fund  planned
developments  and  debt  service  obligations over the next twelve months with
currently  available  cash  and  marketable securities and with cash flow from
operations.  Such construction projects entail significant construction risks,
including, but not limited to, cost overruns, delay in receipt of governmental
approvals, shortages in materials or skilled labor, labor disputes, unforeseen
environmental  or  engineering problems, work stoppage, fire and other natural
disasters,  construction scheduling problems and weather interferences, any of
which,  if  it  occurred,  could delay construction or result in a substantial
increase  in  costs  to  the  Company.    Such  risks may be compounded by the
Company's  decision  to  construct Casino Magic-Bossier City on an accelerated
schedule. The anticipated closure of Porto Carras could be affected by further
deterioration  or  improvements  in  the  operations  prior  to  closure  or
unanticipated  regulatory or other action by Greek authorities.  The Company's
ability  to  meet  its consolidated debt obligations may be dependent upon the
successful  completion  of  Casino  Magic-Bossier  City  and the other planned
construction projects and the Company's future operating performance, which is
itself  dependent  on  a  number  of factors, many of which are outside of the
Company's  control,  prevailing  economic  and  competitive  conditions  and
financial  business  regulatory  and  other  factors  affecting  the Company's
operations and business.  In addition to the risks and uncertainties discussed
above,  other factors that could cause actual results to differ materially are
detailed  from time to time in the Company's reports filed with the Securities
and  Exchange  Commission.

RESULTS  OF  OPERATIONS
The  Company  commenced  operations  in  September  1992  as  one of the first
entrants  in  the Mississippi gaming market.  Since late 1995, the Company has
strengthened  its  management  team with the addition of a new Chief Executive
Officer,  Chief  Financial  Officer  and  several  other  key  executives  who
collectively possess substantial development and operational experience within
the  gaming  industry.  The Company believes that its new management team will
enhance  the  Company's  operational and financial performance through focused
attention  on  its  core  Mississippi  properties, Casino Magic-BSL and Casino
Magic-Biloxi,  and the focused development of its current projects, especially
Casino  Magic-Bossier  City.  In addition, management has placed a priority on
defining and developing the "Magic" theme throughout its properties to enhance
the  customer  experience,  as  well as to strengthen the "Casino Magic" brand
identity.
The  following  table  sets  forth for the periods indicated certain operating
information  for  the  Company  on  a  consolidated basis and for its existing
properties.  The  principal  operating  entities  are  Mardi Gras Casino Corp.
("Casino  Magic-BSL")  and  Biloxi  Casino  Corp. ("Casino Magic-Biloxi") both
dockside casinos operating on the Gulf Coast of Mississippi (together referred
to collectively as the "Casino Magic-Gulf Coast") and Casino Magic Neuquen SA,
which operates gaming facilities at two casino sites in Neuquen and San Martin
de  los  Andes,  Argentina  (together  referred  to  collectively  as  "Casino
Magic-Neuquen".)   The Company also owns a 49% interest in Porto Carras Casino
S.A.  ("Porto  Carras")  which  manages  a  casino  at the Porto Carras resort
approximately  60  miles  south of Thessaloniki, Greece.  The Company however,
anticipates  that  Porto  Carras  will  be  closed  or disposed of the in near
future.    The  revenues, costs and expenses of Porto Carras were not included
below as Porto Carras was accounted for under the equity method of accounting.

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES

                   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                FINANCIAL CONDITION AND RESULTS OF OPERATIONS

<TABLE>

<CAPTION>

                 THREE  MONTHS        NINE  MONTHS
                                       ENDED  SEPTEMBER  30,  ENDEDSEPTEMBER  30,
        1996      1995      1996    1995
     (Dollars  in  thousands)
     (Unaudited)


<S>                                                                        <C>                                <C>     <C>

REVENUES:
     Casino Magic-BSL (1)               $21,592                            $                         22,369   63,630  66,641
     Casino Magic-Biloxi (2)               16,734  18,717  49,379  56,267
     Casino Magic-Neuquen (3)               4,215   4,373  12,141  9,607
     Corporate and Other (4)(5)               730   2,059   3,614   3,357
-------------------------------------------------------------------------                                                   
        Total revenues                                                     43,271  47,518 128,764 135,872
COST AND EXPENSES:
     Casino Magic-BSL                      16,804  18,328  49,335  53,513
     Casino Magic-Biloxi                   14,822                          14,724  42,285  44,793
     Casino Magic-Neuquen                   3,065   2,903   9,361   8,633
     Corporate and Other                                                   3,224   3,338  10,389  13,299
                                                                           ---------------------------------                
         Total costs and expenses                                          37,915  39,293 111,370 120,238
INCOME (LOSS) FROM OPERATIONS:
     Casino Magic-BSL                       4,788  4,041  14,295  13,128
     Casino Magic-Biloxi                                                   1,912  3,993   7,094  11,474
     Casino Magic-Neuquen                                                  1150  1,470   2,780     974
     Corporate and Other                                                   (2,494) (1,279) (6,775) (9,942)
                                                                           ---------------------------------                
          Total income from operations                                       5,356  $8,225 $17,394 $15,634
                                                                           =================================                
______________________
</TABLE>



     ___________________
(1)     Began operations September 30, 1992; expanded casino capacity December
31,  1992.
(2)       Began operations June 5, 1993; expanded casino capacity December 16,
1993.
(3)          Began  operations  on  January  1,  1995.
(4)          Includes management fees and royalty fees from Porto Carras which
began  operations  May  18,  1995.    Equity in earnings with respect to Porto
Carras  is  reported  as  non-operating  income.
(5)     Corporate and Other includes the operations of Goldiggers through June
13,  1996.

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES

                   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RESULTS  OF  OPERATIONS  (CONTINUED):
THREE MONTHS ENDED SEPTEMBER 30, 1996 COMPARED TO THREE MONTHS ENDED SEPTEMBER
30,  1995:
Consolidated  revenues  were  $43.3  million  for the third quarter of 1996, a
decrease  of  $4.2  million  from  third  quarter  1995  revenues  of  $47.5. 
Management  believes the decline is attributable to intensified competition in
the  Biloxi  market,  where  Casino  Magic-Biloxi is located, the construction
disruption  caused  by  the  development of a new buffet and kitchen at Casino
Magic-BSL  and  the  loss of revenues due to the sale of the Goldiggers gaming
facility  located  in  Deadwood,  South Dakota, which the Company sold in June
1996.   Casino Magic-Biloxi revenues declined $2.0 million or 11% in the third
quarter of 1996 as compared to the same period in 1995.  Competitive pressures
will  likely  continue  to  effect  Casino Magic-Biloxi revenues and operating
margins until such time as the planned Casino Magic-Biloxi hotel is completed.
 Casino  Magic-BSL revenues declined $0.8 million or 3.5% in the third quarter
of  1996  as compared to the same period in 1995.  The lack of revenues in the
third  quarter  of  1996  from  Goldiggers  accounted  for $0.8 million of the
decrease  in  the  third  quarter of 1996 compared to the same period in 1995.
Consolidated  operating  costs  and  expenses decreased $1.4 million, or 3.5%,
from  $39.3 million in the third quarter of 1995 to $37.9 million in the third
quarter  of 1996.  Casino expenses declined $1.6 million from $18.0 million in
the third quarter of 1995 to $16.4 million in the third quarter of 1996.  This
decline  is  primarily  attributable  to  personnel reductions and the overall
decline  in  gaming  activities  at  Casino Magic-Gulf Coast.  Advertising and
marketing expenses declined $0.9 million in the third quarter of 1996 compared
to  the  same  period  of  1995.   This decrease is the result of management's
decision  to reduce marketing budgets and a reduction in management's emphasis
on air charter programs to attract customers.  Preopening expense in the third
quarter  of 1995 reflect a credit of $0.5 million due to an overaccrual in the
second  quarter  of  1995.    There  were  no preopening expenses in the third
quarter  of  1996.
Management's  decision  in  the  second  quarter  of  1996  to sell its gaming
facility Goldiggers caused a reduction in overall consolidated operating costs
and  expenses  of  $0.8  million.
Consolidated  income from operations decreased $2.7 million, or 34.9%, to $5.4
million  in  the  third  quarter of 1996 compared to $8.2 million in the third
quarter of 1995.  Operating margins (income from operations as a percentage of
revenues)  decreased from 17.3% to 12.5% over the comparative periods.  Casino
Magic-BSL's  operating  margin grew from 18.1% to 22.2%, Casino Magic-Biloxi's
operating  margin  decreased  from  21.3%  to 11.4% and Casino Magic-Neuquen's
operating  margin  decreased  from  33.6%  to  27.3%.  The increased margin at
Casino  Magic-BSL  is  primarily due to cost-cutting measures.  The decline in
Casino  Magic-Biloxi's  margin  is due to the decline in revenues from loss in
market  share along the Biloxi Strip.  Casino Magic-Neuquen's decreased margin
is  attributable  to  a  decline  in revenues.   Management fees and royalties
declined  in  the  third quarter of 1996 as compared to the same period in the
1995  by  $0.6  million.    Management  fees  and  royalty income have minimal
operating  costs  associated  with them and any decline in the revenues levels
have  a  significant  impact  on  operating  margins.
Consolidated  other  (income)  expense  (non-operating  income  and  expenses)
increased  $28.6  million,  to  $31.4  million  in  the third quarter of 1996,
compared  to  $2.8  million in the third quarter of 1995.  Approximately $27.0
million  of  this  increase  is  due to management's decision to write off its
investment  in  its gaming facility in Porto Carras, Greece, where the Company
has  a 49% equity interest.  Management's decision was based on recent results
from  Porto  Carras.  In August 1996, Hyatt Corporation opened a new casino in
the City of Thessaloniki, Porto Carras' primary market and was required by the
Greek  Government  to charge an $8 admission tax compared to Porto Carras' $20
admission tax.  Although the Company anticipated some revenue loss as a result
of  this  increased  competition  and

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES

                   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RESULTS  OF  OPERATIONS  (CONTINUED):
admission  tax  differential,  the  actual effects have been much greater than
anticipated  and  resulted  in $2.0 million loss in operation at  Porto Carras
for  the  month of September 1996.  Despite new marketing and cost containment
efforts, these losses have continued; furthermore, the majority owner in Porto
Carras  venture  has  been  unwilling  or  unable  to advance any funds to the
operation.   Additionally, the majority owner has informed the Company that it
does  not  intend  to operate a substantial portion of the Porto Carras resort
area,  consisting  of two hotels and amenities, during the 1997 season.  These
factors,  among  others,  have  led to the Company's decision to write off its
investment in Porto Carras and will most likely lead to the closure or selling
for  a  nominal  amount  of  Porto  Carras  in  the  near future.  The Company
continues to explore its options, including a sale or liquidation of its share
of  Porto  Carras.    Interest  expense, net, increased by $0.6 million in the
third  quarter  of  1996 compared to the same period in 1995.  This was due to
the  increased  debt  from  the  issuance  of the $115,000,000 Louisiana First
Mortgage  Notes  in  August  1996.
The  Company's  effective  tax  rate  for  the  third  quarter    of  1996  of
approximately  (20.5)%  is  the  result  of  an allowance against deferred tax
assets  of  approximately  $3.4  million.  This allowance reduces deferred tax
assets,  which  relate  primarily  to  the  Porto  Carras  write off, to their
estimated  realizable  value.  The effective tax rate for the third quarter of
1995  of  37.5%  is  due  to  significant  permanent  tax  differences.
The  Company  had  a  net  loss  of $20.7 million, or ($0.57) per share in the
quarter  ended  September 30, 1996, compared to net income of $3.4 million, or
$0.10 per share for the quarter ended September 30, 1995.  The net decrease in
the  net  income  (loss)  for  the quarter is attributable to the write off of
Porto  Carras  Casino  S.A.  and  weaker operating margins for the comparative
periods.
NINE  MONTHS  ENDED SEPTEMBER 30, 1996 COMPARED TO NINE MONTHS ENDED SEPTEMBER
30,  1995:
Consolidated  revenues  decreased  $7.1 million, or 5.2%, to $128.8 million in
the  first  nine months of 1996, compared to $135.9 million in the same period
of  1995.    Management  believes  that  the  decline  in the 1996 revenues is
primarily  attributable  to competition on the Gulf Coast of Mississippi where
the  majority  of  the  Company's revenues are generated.  Casino Magic-Biloxi
revenues  declined  $6.9 million, or 12.2%, to $49.4 million in the first nine
months  of  1996, compared to $56.3 million in the first nine months of 1995. 
This  decline  is the result primarily of competing hotel/casino operations on
either  side  of  the Casino Magic-Biloxi with significantly greater amenities
than  Casino  Magic-Biloxi.    Competitive  pressures  will likely continue to
effect  Casino  Magic-Biloxi revenues and operating margins until such time as
the planned Casino Magic-Biloxi hotel is completed.  Casino Magic-BSL revenues
declined  $3.0  million, or 4.5%, to $63.3 million in the first nine months of
1996,  compared to $66.6 million in the first nine months of 1995, as a result
of  increased  competition  in  the  Gulf Coast and the New Orleans, Louisiana
markets.    The  decline  in revenues at Casino Magic-Gulf Coast was partially
offset  by an increase in revenues at Casino Magic-Neuquen to $12.1 million in
the  first  nine  months  of  1996, compared to $9.6 million in the first nine
months  of  1995.    The  majority  of  the  increase  in  revenues  at Casino
Magic-Neuquen is attributable to the increased slot revenues of $2.8 million. 
Slot  revenues increased in 1996 compared to the same period in 1995 due to an
increase  in the number of slots at Casino Magic-Neuquen from 89 to 400 in May
1995.    The  remaining  revenue  increases at Casino Magic-Neuquen are due to
increased  customer counts and their influence on table game revenues and food
and  beverage  revenues.

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES

                   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RESULTS  OF  OPERATIONS  (CONTINUED):
Consolidated  operating  costs  and  expenses decreased $8.8 million, or 7.4%,
from  $120.2 million in the first nine months of 1995 to $111.4 million in the
first  nine  months of 1996.  Casino expenses declined $3.6 million from $53.1
million  in  the  first nine months of 1995 to $49.5 million in the first nine
months  of  1996.    This  decline  is  primarily  attributable  to  personnel
reductions  and  the overall decline in gaming activities at Casino Magic-Gulf
Coast.  Food and Beverage expenses increased to $5.5 million in the first nine
months  of  1996  from  $5.0  million  in the first nine months of 1995.  This
increase is attributable to increased activity at Casino Magic-Neuquen.  Other
operating  costs  and  expenses  increased  to  $1.9 million in the first nine
months  of  1996  from  $1.0  million  during  the  same period in 1995.  This
increase  is  due to the Casino Magic-Gulf Coast properties in-house operation
of  their respective gift shops and the operations of a child-care facility at
Casino  Magic-BSL.   Advertising and marketing expenses decreased $3.4 million
in  the  first  nine months of 1996 compared to the same period of 1995.  This
decrease  is  the  result of management's decision to reduce marketing budgets
and  a  reduction  in management's emphasis on air charter programs to attract
customers.    General  and  administrative expenses decreased $2.8 million, or
15.1%  in  the first nine months of 1996 compared to the same period of 1995. 
The  decline is a result of cost reduction measures implemented in early 1996,
including  the  elimination of several corporate officer positions.  In future
periods  this reduction will be partially offset due to additions in July 1996
to  the  Company's  management  of  two  key executive officer positions, Vice
President/Chief  Operating  Officer  and  Vice  President/Construction  and
Development.
Preopening  expenses  of $1.9 million (net of a $0.5 million overaccrual) were
incurred  in the first nine months of 1995, due to the opening of Porto Carras
on May 18, 1995.  There were no preopening expenses incurred in the first nine
months  of  1996.    Depreciation  and amortization increased $1.8 million, or
16.7%,  in  the  first  nine  months of 1996 as compared to the same period in
1995.   This increase is due to the addition of tangible depreciable property,
the amortization of the investment costs in excess of equity interest in Porto
Carras  which  was amortized for 105 days in the first nine months of 1995 and
for  a  full  nine  months in 1996, and a change in 1996 in the method used to
amortize  the  Company's  land  option  deposits  over the life of the option.
Consolidated  income from operations increased $1.8 million, or 7.4%, to $17.4
million  in  the  first  nine months of 1996 compared to $15.6 million in same
period  of 1995.  Operating margins (income from operations as a percentage of
revenues)  grew  from  11.5%  to  13.5%  over the comparative periods.  Casino
Magic-BSL's  operating  margin grew from 19.7% to 22.4%, Casino Magic-Biloxi's
operating  margin  decreased  from  20.4%  to 14.4% and Casino Magic-Neuquen's
operating  margin  increased  from  10.1%  to  22.3%.  The increased margin at
Casino  Magic-BSL  is  primarily  due to cost-cutting measures, the decline in
Casino  Magic-Biloxi's  margin  is  due to the significant decline in revenues
from  loss  in  market share along the Biloxi Strip and Casino Magic-Neuquen's
increased  margin  is  attributable  to  the  increase  in  the number of slot
machines  and  the  associated  low  cost  revenues.
Consolidated  other  (income)  expense  (non-operating  income  and  expenses)
increased  $26.8  million  from  $11.8  million  to  $38.6  million  over  the
comparative  periods.  Approximately  $27.0 million of this increase is due to
management's  decision  to  write off its investment in its gaming facility in
Porto  Carras,  Greece,  where  the  Company  has  a  49%  equity  interest.  
Management's  decision  was  based  on  recent  results from Porto Carras.  In
August  1996,  Hyatt  Corporation  opened  a  new  casino  in  the  City  of
Thessaloniki,  Porto  Carras's  primary  market  and was required by the Greek
Government  to  charge  an  $8  admission  tax  compared  to Porto Carras' $20
admission tax.  Although the Company anticipated some revenue loss as a result
of  this  increased  competition  and  admission  tax differential, the actual
effects  have  been much greater than anticipated and resulted in $2.0 million
loss  in  operation  at  Porto  Carras  for  the  month  of

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES

                   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RESULTS  OF  OPERATIONS  (CONTINUED):
September  1996.    Despite  new marketing and cost containment efforts, these
losses have continued; furthermore, the majority owner in Porto Carras venture
has  been  unwilling  or  unable  to  advance  any  funds  to  the operation. 
Additionally,  the  majority  owner  has informed the Company that it does not
intend  to  operate  a  substantial  portion  of the Porto Carras resort area,
consisting  of  two  hotels  and  amenities,  during  the  1997 season.  These
factors,  among  others,  have  led to the Company's decision to write off its
investment in Porto Carras and will most likely lead to the closure or selling
for  a  nominal  amount  of  Porto  Carras  in  the  near future.  The Company
continues to explore its options, including a sale or liquidation of its share
of  Porto  Carras.
The  Company's  effective  tax  rate  for  the  first  nine  months of 1996 of
approximately  (18.1%)  is  the  result  of  an allowance against deferred tax
assets  of  approximately  $3.4  million.  This allowance reduces deferred tax
assets,  which  relate  primarily  to  the  Porto  Carras  write off, to their
estimated  realizable  value.  The effective tax rate for the third quarter of
1995  of  44.9%  is  due  to  significant  permanent  tax  differences.
The  Company  had  a  net  loss  of $17.4 million, or ($0.48) per share in the
current year's first nine months as compared to net income of $2.1 million, or
$0.06 per share in the 1995 period.  The decrease in the net income (loss) for
the  first nine months is attributable to the write off of Porto Carras Casino
S.A.  and  weaker  operating  margins  for  the  comparative  periods.



<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES

                   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                FINANCIAL CONDITION AND RESULTS OF OPERATIONS

LIQUIDITY  AND  CAPITAL  RESOURCES

At  September  30,  1996,  the  Company  had  unrestricted cash and marketable
securities  of  $16.7  million  compared  to cash and marketable securities of
$30.8  million  at  December  31,  1995.    In addition, the Company had $37.8
million in restricted cash relating to the Louisiana First Mortgage Notes (see
discussion  of  offering below) for the construction of Casino Magic-Bossier. 
For  the  nine  months  ended  September  30, 1996, the Company generated $7.0
million  cash  flow  from operating activities and received $ 121.0 million of
proceeds  from  the  issuance of a long term note payables.  The Company spent
$57.1  million  for  acquisitions  of  property, equipment and other long-term
assets  and  reduced  long  term  debt  by    47.4  million.
The  Company  expended  approximately $11.2 million in capital improvements at
Casino  Magic-Gulf  Coast  during 1996, plans additional investments at Casino
Magic-Gulf  Coast,  subject  to  the  availability  of  financing.
The Company is pursuing gaming opportunities outside of Mississippi, primarily
in  Indiana.
In May 1996, Casino Magic, through its wholly-owned subsidiary, Jefferson Corp
acquired  Crescent  City,  for  $50  million plus the assumption of up to $5.7
million  in equipment liabilities.  Jefferson Corp paid $15 million in cash at
closing  and caused Crescent City to issue $35 million of 11.5% secured, three
year  Louisiana  Notes.    Crescent  City,  which was the subject of a plan of
reorganization  under  Chapter  11 of the U.S. Bankruptcy Code, at the time of
the  acquisition  owned  the  Crescent  City  Riverboat,  gaming  and  related
equipment and surveillance equipment and a license to conduct riverboat gaming
operations  in  Louisiana.    Crescent  City  emerged  from  the  bankruptcy
proceedings  and  the concurrent acquisition by Jefferson Corp. renamed Casino
Magic  of  Louisiana, Corp.  The Crescent City Riverboat is one of the largest
riverboats  in the United States and could not be used at Casino Magic-Bossier
City  because  of  the Crescent City Riverboat's size.  Therefore, the Company
purchased  a  casino  riverboat  (the  "Bossier  Riverboat") for use at Casino
Magic-Bossier  City  for  $20  million.  The intends to sell the Crescent City
Riverboat  and  the  proceeds  will be used to assist in the funding of Casino
Magic-Bossier  City.   The Company can give no assurances that it will be able
to sell the Crescent City Riverboat on acceptable terms or in a timely manner.
 The  assets  acquired  as a part of the acquisition of Louisiana Corp., which
included  gaming, surveillance and related equipment, are being used at Casino
Magic-Bossier  City.
To  fund  the  initial development of Casino Magic-Bossier City, on August 22,
1996  Louisiana  Corp.  sold  $115.0 million aggregate principal amount of 13%
First  Mortgage  Notes  due  in  2003  with  contingent  interest.  Contingent
Interest  is  payable  on the Louisiana First Mortgage Notes, on each interest
payment  date,  in an aggregate amount equal to 5% of Louisiana Corp. Adjusted
Consolidated  Cash  Flow  (as  defined  in  the  Louisiana  Indenture) for the
six-month  period  ending  on  June  30  or  December  31 (each, a "Semiannual
Period") most recently completed prior to such interest payment date; provided
that no Contingent Interest is payable with respect to any period prior to the
Commencement  Date (as defined in the Louisiana Indenture).  Payment of all or
a  portion  of  any installment of Contingent Interest may be deferred, at the
option of Louisiana Corp., if, and only to the extent that, (i) the payment of
such  portion  of  Contingent Interest will cause the Company's Adjusted Fixed
Charge  Coverage  Ratio  (as defined in the Louisiana Indenture) for Louisiana
Corp.'s  most  recently  completed  Reference  Period  prior  to such interest
payment  date  to  be  less  than 1.5 to 1.0 on a pro forma basis after giving
effect  to  the  assumed  payment  of  such  Contingent  Interest and (ii) the
principal  amount  of the Louisiana First Mortgage Notes corresponding to such
Contingent  Interest has not then matured and become due and payable at stated
maturity,  upon  acceleration,  upon redemption, upon maturity of a repurchase
obligation or otherwise).  The aggregate amount of Contingent Interest payable
in  any  Semiannual  Period  will  be  reduced  pro rata for reductions in the
outstanding  principal  amount  of notes prior to the close of business on the
record  date  immediately  preceding  such  payment  of  Contingent  Interest.

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES

                   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                FINANCIAL CONDITION AND RESULTS OF OPERATIONS

LIQUIDITY  AND  CAPITAL  RESOURCES  (CONTINUED):
The  Louisiana  First  Mortgage  Notes are governed by the Louisiana Indenture
which contains certain covenants that limit the ability of Louisiana Corp. and
its  subsidiaries  to,  among  other things, incur additional Indebtedness and
issue  preferred  stock,  pay  dividends,  make  investments  or  make  other
restricted  payments, incur liens, enter into mergers or consolidations, enter
into  transactions  with  affiliates  or  sell  assets.
Excluding  amounts  expended  in May 1996 in connection with Jefferson Corp.'s
acquisition  of  Louisiana  Corp.,  the  total  project  cost  for  Casino
Magic-Bossier  City  is  estimated  to  be  $71.4  million which includes: (i)
approximately  $13.6 million expended for the acquisition of the 23-acre site,
(ii)  $20.0 million expended for the acquisition of the Bossier Riverboat, and
(iii) $37.8 million as the amended development and construction budget for the
buildings  and  other  improvements  at  Casino  Magic-Bossier City (including
approximately  $8.4  million  of  preopening  costs,  opening  bankroll  and
additional  gaming  equipment  but  excluding  estimated fees and expenses and
$11.7  million  aggregate  remaining  reserves for completion costs, operating
expenses  and fixed interest).  At the closing of the Louisiana First Mortgage
Notes,  approximately $45.2 million of the net proceeds thereof were deposited
in  collateral  accounts (the "Cash Collateral Accounts") to be disbursed only
in  accordance with the Cash Collateral and Disbursement Agreement executed at
the  closing  of the Louisiana First Mortgage Notes.  As of November 14, 1996,
all  of  the  originally  deposited  amounts,  plus  accrued interest thereon,
remained  in  the Interest Reserve Account (intended to fund the first payment
of fixed interest on the Louisiana First Mortgage Notes  in February 1997) and
in  the  Operating Reserve Account (intended to fund operating losses, if any,
occurring during the period of operations with temporary mooring, boarding and
parking  facilities which commenced October 4, 1996).  As of October 18, 1996,
the  Company  had  finalized  all  plans  and  specifications  for  Casino
Magic-Bossier  City,  had  agreed  upon  a  guaranteed  maximum price of $19.4
million  with  its  general  contractor for completion of Casino Magic-Bossier
City  in  accordance  with such plans (although there can be no assurance that
there  will  not  be  change  orders  to  certain  aspects  of  the project as
construction  continues that could increase the cost to an extent) and amended
the  construction  budget  to  an extent that will require, in addition to the
amount  deposited in the Construction Disbursement Account, an additional $3.8
million  to be funded from the Completion Reserve Account (established with an
original  deposit  of $5.0 million to fund cost overruns arising in connection
with  developing  and  constructing  Casino  Magic-Bossier  City).
The  Company  opened  Casino  Magic-Bossier  City  on  October 4, 1996 using a
temporary  boarding  facility.  After the initial opening, the Company's plans
for the development of Casino Magic-Bossier City are divided into two phases. 
The  first phase includes 30,000 square feet of floating dockside casino space
that  has  985 slots and 44 table games.  The plan also includes 1,550 parking
spaces  together  with  an  entertainment  and  food  and


<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES

                   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                FINANCIAL CONDITION AND RESULTS OF OPERATIONS

LIQUIDITY  AND  CAPITAL  RESOURCES  (CONTINUED):
beverage  pavilion.    The  second  phase plans includes the construction of a
60,000  square feet entertainment facility and a 400-room convention hotel and
related amenities, including restaurants, banquet space, a theater, a swimming
pool,  a  health  club  and  a  child-care  facility.    The  development  and
construction  of  the  second  phase  improvements  are largely dependent upon
receipt  of  proceeds  from  a  future sale of the Crescent City Riverboat and
future  operating cash flow of Casino Magic-Bossier City and no assurances can
be  given that such funds will become available or that such hotel and related
facilities  will  ever  be  developed.
At September 30, 1996, management determined that its 49% equity investment in
Porto Carras Casino S.A., and notes and accounts receivable relating to unpaid
management  fees  and  royalties,  was  impaired.  Because  of this impairment
management  wrote  off  its investment in its gaming facility in Porto Carras,
Greece,  where  the Company has a 49% equity interest and all unpaid notes and
receivables.    This  charge  included  $16.0  million  which  represents  the
Company's  investment in Porto Carras, $6.9 million in outstanding receivables
and  other assets and a estimated $4.0 million shut down reserve. Management's
decision  was  based  on  recent  results  from  the  Company's  Greek  gaming
facilities.  In  September  1996, Hyatt Corporation opened a new casino in the
City  of  Thessaloniki,  Porto Carras's primary market and was required by the
Greek  Government  to charge an $8 admission tax compared to Porto Carras' $20
admission tax.  Although the Company anticipated some revenue loss as a result
of  this  increased  competition  and  admission  fee differential, the actual
effects  have  been much greater than anticipated and resulted in $2.0 million
loss  in  operation  at Porto Carras for the month of September 1996.  Despite
new  marketing  and  cost  containment  efforts,  these losses have continued;
furthermore,  the majority owner in Porto Carras venture has been unwilling or
unable  to  advance  any  funds  to the operation.  Additionally, the majority
owner  has  informed  the  Company  that  it  does  not  intend  to  operate a
substantial  portion of the Porto Carras resort area, consisting of two hotels
and  amenities, during the 1997 season.  These factors, among others, have led
to the Company's decision to write off its investment in Porto Carras and will
most  likely  lead  to  the  closure  or selling for a nomimal amount of Porto
Carras  in  the  near  future.   The Company continues to explore its options,
including  a  sale  or  liquidation  of its share of Porto Carras.  Management
believes  that  some additional funding for the closure of Porto Carras may be
required.   Management's belief is that the additional funding will not exceed
$4.0  million.
The  Company  plans  to construct a hotel at Casino Magic-Biloxi on top of the
eight-story  parking  garage  adjacent  to  the  casino  that  will consist of
approximately  380  rooms,  including  85  suites.  The  hotel  project has an
estimated  cost  of  $27 million.  Construction on the hotel has commenced and
completion  is  estimated  for  late  1997 or early 1998.  Currently the hotel
construction costs are initially anticipated to be funded out of the cash flow
of  the  Company.  The construction of the hotel based solely on the cash flow
of  the Company will impede timely completion of the construction project.  In
addition  to  the  planned  Biloxi  hotel,  the Company is considering a barge
repositioning  project  has  an  estimated  cost of $15 million.  The plans to
reposition  the  floating  gaming  facility  at  Casino Magic-Biloxi including
providing  the  casino  with  a  new  facade.  The repositioning of the gaming
facility  and the new facade will provide Casino Magic-Biloxi with an enhanced
visual  appeal  from  the  Biloxi  Strip.    In future periods the Company may
determine  that  additional  debt  or  equity  financing  will be necessary to
complete  the  hotel and barge repositioning at Casino Magic-Biloxi.  However,
until  such  time,  the  cash  flow  of  the  Company  will  be  used to begin
construction  on  the  hotel.  No assurances can be given that such funds will
become  available  or  that  such  hotel  and  related facilities will ever be
developed.


<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES

                   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                FINANCIAL CONDITION AND RESULTS OF OPERATIONS

LIQUIDITY  AND  CAPITAL  RESOURCES  (CONTINUED):
The  Company  has  entered  into  discussions  concerning  the  sale of Casino
Magic-Neuquen,  and  has  retained an investment banking firm to assist in the
sale of Casino Magic-Neuquen.  The Company anticipates if a sale is completed,
that  the  sale  proceeds  would  be used to further the development of Casino
Magic-Gulf  Coast,  particularly  Casino  Magic-Biloxi.   No assurances can be
given that Casino Magic Neuquen will be sold and the sale proceeds will become
available  for  the  development  of  amenities  at  Casino  Magic-Gulf Coast.
The Company plans to continue the further development of Casino Magic-BSL into
a  destination resort.  Construction is underway on a championship golf course
designed  by  Palmer  Course  Design Company.  The estimated total cost of the
golf  course  is  $12  million,  of  which approximately $8.5 million has been
expended  through  September  30,  1996.    The  opening of the golf course is
anticipated  for  early  1997.  The golf course construction has been and will
continue  to  be  funded  out  of  the  Company's  cash  flow.
In  May  1995,  the  Company  entered  into  an  agreement with Lakes Regional
Greyhound  Park ("LRGP").  Under the terms of the agreement the parties intend
to  form  an entity to pursue a gaming development at LRGP's pari-mutual track
in  Belmont,  New  Hampshire.  The entity will be equally owned by the Company
and  LRGP  and the Company will manage gaming operations.  Under the agreement
the Company is obligated to provide up to $4 million in funding to the entity,
of  which  the  payment  of  $3  million  is subject to certain contingencies,
including  the  passage  of legislation permitting gaming at racetracks in New
Hampshire.
At September 30, 1996, the Company has, included in other assets, $2.1 million
which  has  been  paid  for  options  to purchase land.  The options expire at
various times through the year 2000.  The aggregate exercise price to purchase
the  underlying properties for options which are due to expire in 1997 is $1.3
million,  and  expiring  beyond  1997 is $15 million.  The Company's intent to
excise  these  options  will  be based on the likelihood of obtaining a gaming
license  for  the  site  at  a  future  date.
In  early 1996, the Company, through a wholly-owned subsidiary, entered into a
consulting  agreement  with Sisseton-Wahpeton Dakota Nation ("Sisseton").  The
agreement  specifies  that  the  Company  will  provide consulting services to
Sisseton during the development and opening of a hotel and casino facility, on
Tribal  land,  for  a  fee  payable  after  the  opening of the facility.  The
agreement  also specifies that the Company will provide consulting services to
Sisseton  after  the  opening  of  the  facility, which is anticipated in late
November  1996,  for  a  period  of  two years and includes unlimited one year
extensions.    The  fee  for  these services is based on gross revenues of the
hotel  and  casino  facility.  This agreement replaces all previous agreements
entered  into  between  the  Company  and  Sisseton.
In June 1996, Sisseton received a $17,500,000 loan for the construction of its
planned  hotel  and  casino development from a consortium of lenders, of which
the  Company,  through a wholly-owned subsidiary, participated in the loan for
up  to  $5  million,  or  a 28.6% participation.  On July 11, 1996 the Company
received  payment  in  full  of  all  outstanding  amounts under a bridge loan
agreement  with  Sisseton.   The Company's participation in $17.5 million loan
through  November  12,  1996  is  approximately  $4.3  million.

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES

                   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                FINANCIAL CONDITION AND RESULTS OF OPERATIONS

LIQUIDITY  AND  CAPITAL  RESOURCES  (CONTINUED):
The  Company  commenced  operations in 1995 outside the United States becoming
subject  to certain risks including foreign currency exchange, repatriation of
earnings  and  profits,  and  adverse foreign tax treatment.  In addition, the
Company  will  incur  the  general  business risk associated with operating in
foreign  countries where culture and business practices may vary significantly
from  that  in  the United States.  Such risks could have a material impact on
the  operating  results  and  liquidity  of  the  Company.
On  June  13,  1996,  the  Company  sold the capital stock of Atlantic-Pacific
Corp.,  which  operates  "Goldiggers," a small casino-hotel in Deadwood, South
Dakota,  with  approximately  8,500  square feet of gaming area and nine hotel
rooms, to Royal Casino Group, Inc. ("RCG"), an unaffiliated party whose common
stock  trades on the NASDAQ market (ticker symbol WINZ.)  Goldiggers generated
revenues  of  $754,082  and  a  pre-tax  operating  cash  flow  deficit  of
approximately $210,028 during the first six months of 1996 and, except for its
negative cash flow impact, had not been regarded by the Company as material to
its  operations  for  several  years.    In consideration for the sale of such
stock, the Company received shares of RCG Series A Convertible Preferred Stock
and  warrants  to  acquire  shares  of  RCG  common  stock.
The  Company will have a significant need for cash in 1996 and beyond in order
to  continue  its  planned  pursuit  of gaming opportunities and the continued
development  of  its  existing properties.  The Company believes that cash and
marketable  securities  at  September 30, 1996, and cash flows from operations
will  be  sufficient  to  service its operating and debt service requirements,
including  the completion of the golf course at Casino Magic-BSL, the hotel at
Casino  Magic-Biloxi and the expansion into the Bossier City, Louisiana market
through,  at  least,  the  next  twelve  months,  but  are  not  sufficient to
reposition  and  renovate the Casino Magic-Biloxi gaming facility or to engage
in  any  other  development  activities,  without  additional  debt  or equity
financing. Under the terms of the Indenture of the Finance Notes, Casino Magic
Corp.,  Mardi  Gras Casino Corp., Biloxi Casino Corp. and Casino Magic Finance
Corp.  have  certain  restrictions  relative  to  additional  borrowings  and
guarantees.    Jefferson  Corp  and  Louisiana Corp. have certain restrictions
relative  to  additional  borrowings  and  cash  flow  under  the terms of the
Louisiana  Indenture.   Although there are no assurances that the Company will
be  able to raise additional debt or equity financing on acceptable terms, the
Company  believes  it possesses the ability to raise such additional financing
to develop the Company's planned gaming properties if the need arises or defer
these  planned developments until such time as financing or cash is available.


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                     CASINO MAGIC CORP. AND SUBSIDIARIES

                        PART II - OTHER INFORMATION

ITEM  1.    LEGAL  PROCEEDINGS

               On  October  20,  1994,  International  Gaming  Network,  Inc.,
commenced  litigation  in Federal Court against Casino Magic Corp. by filing a
Complaint  with  the  U.S.  District Court, District of South Dakota, Southern
Division.    Plaintiff,  in  that litigation, has alleged, among other things,
that  the  Company  intentionally  and  improperly interfered with Plaintiff's
existing  and  perspective contractual, economic or business relationship with
the Sisseton-Wahpeton Sioux Tribe, and seeks damages of $28,292,102.  In April
1994,  the  Company  entered  into  an agreement with the Tribe to develop and
manage  a  gaming  casino  on tribal lands in northeastern South Dakota.  (The
Company  has  since  canceled  the  management  agreement  and  entered into a
consulting  agreement  with  the  Tribe.)    On  November 9, 1994, the Company
interposed  an  answer  denying  the  allegations  contained  in  Plaintiff's
estimated  range  of  potential  loss,  if  any, which may be sustained by the
Company  in  connection  with  this  litigation,  but  believes the lawsuit is
meritless  and  intends  to  vigorously  defend  the claim.  The United States
District  Court, on October 7, 1996, filed a Judgment of Dismissal, dismissing
all of Plaintiff's claims, pursuant to a Motion for Summary Judgment which had
been  brought  by Casino Magic.  Pursuant to a Notice of Appeal dated November
5,  1996, the Plaintiff has appealed the dismissal of its claims to the United
States  Court  of  Appeals  for the Eight Circuit.  The Company can furnish no
opinion  at  this  time  concerning  likelihood  of  a favorable outcome or an
estimation  range  or  potential  loss,  if any, which may be sustained by the
Company  in  connection  with  this  litigation,  but  believes the lawsuit is
meritless  and  intends  to  vigorously  defend  the  claim.

Reference  is  made  to the Company's Annual Report on Form 10-K for the year
ended December 31, 1995 and Form 10-Q for the quarter ended March 31, 1996 and
June 30, 1996 on file with the Securities and Exchange Commission.  During the
quarter  ended  September  30,  1996  the  Company  was not party to any newly
instituted  legal  proceedings  and  there  have  been  no  other  material
developments  during  such  period  to  existing  legal  proceedings.

ITEM  2.    CHANGES  IN  SECURITIES

     None.

ITEM  3.    DEFAULTS  UPON  SENIOR  SECURITIES.

     None
ITEM  4.    SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY-HOLDERS

     None.

ITEM  5.  OTHER  INFORMATION

None.


<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES

                        PART II - OTHER INFORMATION
ITEM  6.    EXHIBITS  AND  REPORTS  ON  FORM  8-K.

(a)          Exhibits
4.1(1)        Form of Casino Magic of Louisiana Corp.'s ("Louisiana Corp") 13%
First  Mortgage  Notes  due  2003  with  Contingent  Interest in the aggregate
principal  amount  of  $115,000,000.
4.2(1)         Form of Guarantee issued on August 22, 1996 by Jefferson Casino
Corporation.
4.3(1)      Indenture dated as of August 22, 1996 by and among Louisiana Corp,
First Union Bank of Connecticut, as Trustee, and the Guarantors named therein,
for  Louisiana  Corp.'s $115,000,000 of 13% First Mortgage Notes due 2003 with
contingent  interest.
4.4(1)        Registration Rights Agreement dated as of August 22, 1996 by and
among  Louisiana Corp, the Guarantors named therein and the Initial Purchasers
named  therein.
4.5(1)     Cash Collateral and Disbursement Agreement dated August 22, 1996 by
and  among  Louisiana  Corp,  First Union Bank of Connecticut, as Trustee, and
First  National  Bank  of  Commerce,  as  disbursement  agent.
4.6(1)     Security Agreement dated as of August 22, 1996 by and between First
Union  Bank  of  Connecticut,  as  Trustee,  and Louisiana Corp, as Guarantor.
4.7(1)      Stock Pledge and Security Agreement dated as of August 22, 1996 by
and  between First Union Bank of Connecticut, as Trustee, and Jefferson Casino
Corporation,  as  Pledgor.
4.8(1)          Security Agreements dated as of August 22, 1996 by and between
First Union Bank of Connecticut, as Trustee, and Jefferson Casino Corporation.
4.9(1)     First Preferred Ship Mortgages dated as of August 22, 1996 executed
in  favor  of  First Union Bank of Connecticut, as Trustee, by Louisiana Corp.
4.10(1)          First  Preferred  Ship  Mortgages dated as of August 22, 1996
executed in favor of First Union Bank of Connecticut, as Trustee, by Louisiana
Corp.
4.11(1)     Mortgage of Louisiana Corp dated as of August 22, 1996 executed in
favor  of  First  Union  Bank  of  Connecticut,  as  Trustee.
4.12(1)          Cash  Collateral  and  Disbursement  Agreement.
4.13(1)          Form  of  Accounts  Pledge  Agreement.
4.14(1)          Note  Purchase  Agreement  dated  August  16,  1996.
4.15(1)          Collateral  Assignment  dated  August  22,  1996.
27.          Financial  Data  Schedule  (filed  electronically  only).
__________
(1)          Incorporated  by  reference  to  Casino  Magic of Louisiana Corp.
Registration  Statement  (No.  333-14535)  on Form s-4 dated October 21, 1996.

(b)          Reports  on  Form  8-K:

     Form  8-K  filed  on July 3, 1996, relating to a press release announcing
the  Company's  consent  solicitation  and  proposed  senior  debt offering of
$145,000,000.   This debt amount was issued in an alternative method on August
22,  1996.

<PAGE>
                                  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.

CASINO  MAGIC  CORP.
Registrant


Date:      NOVEMBER  14,  1996          /S/  JAMES  E.  ERNST
     JAMES  E.  ERNST,  PRESIDENT
     AND  CHIEF  EXECUTIVE  OFFICER


Date:        NOVEMBER  14,  1996          /S/  JAY  S.  OSMAN
     JAY  S.  OSMAN,  CHIEF  FINANCIAL  OFFICER
     AND  TREASURER  (PRINCIPAL  FINANCIAL  AND
     ACCOUNTING  OFFICER)



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