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 June 30, 1997
                                             -------------
[ ]  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) 466-8099
                              ------------------
            (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 August 13, 1997
========================================================================


<PAGE>
CASINO MAGIC CORP. AND SUBSIDIARIES

INDEX

PART I           FINANCIAL INFORMATION                             PAGE NO.

Item 1.     Financial Statements.

            Condensed Consolidated Statements of Operations
            For the six months ended June 30, 1997 and 1996            1


            Condensed Consolidated Statements of Operations -
            For the three months ended June 30, 1997 and 1996          2

            Condensed Consolidated Balance Sheets -
            June 30, 1997 and December 31, 1996                        3

            Condensed Consolidated Statements of Cash Flows -
            For the six months ended June 30, 1997 and 1996            4

            Notes to Condensed Consolidated Financial Statements     5-9

Item 2.     Management's Discussion and Analysis of Financial
            Condition and Results of Operations                    10-15

PART II     OTHER INFORMATION

Item 1.     Legal Proceedings                                         16

Item 2.     Changes in Securities                                     16

Item 3.     Default Upon Senior Securities                            16

Item 4.     Submission of Matters to a Vote of Security Holders    16-17

Item 5.     Other Information                                         17

Item 6.     Exhibits and Reports on Form 8-K                          17

            SIGNATURES                                                18


<PAGE>
PART I - FINANCIAL INFORMATION
                     CASINO MAGIC CORP. AND SUBSIDIARIES
               CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                               (UNAUDITED)   SIX MONTHS ENDED
                                                   JUNE 30,
                                          1997              1996
REVENUES:                               -----------    -----------
     Casino                            $ 123,731,151  $ 78,274,563
     Food and beverage                     4,986,717      3,178,715
     Rooms                                   775,014        937,566
     Royalty and management fees               -          2,130,007
     Other operating income                2,245,541        971,824
                                       -------------   ------------
          Total revenues                 131,738,423     85,492,675
                                       -------------   ------------
COSTS AND EXPENSES:
     Casino                               58,241,241     33,042,439
     Food and beverage                     6,597,024      3,532,947
     Rooms                                   368,665        531,431
     Other operating costs and expenses    2,308,621      1,161,721
     Advertising and marketing            21,405,322      9,922,912
     General and administrative           14,080,585      9,866,081
     Property operation, maintenance
        and energy cost                    6,044,447      3,136,380
     Rents, property taxes and insurance   3,959,568      2,886,585
     Development expenses                    455,132        989,724
     Depreciation and amortization        10,353,382      8,384,449
                                       -------------   ------------
          Total costs and expenses       123,813,987     73,454,669
                                       -------------   ------------
INCOME FROM OPERATIONS                     7,924,436     12,038,006
                                       -------------   ------------
OTHER (INCOME) EXPENSE:
     Equity (income) loss from
        unconsolidated subsidiary            229,061       (428,735)
     Interest expense, net                15,749,566      7,709,976
     Other                                (1,427,177)       (51,532)
                                       -------------   ------------
          Total other expense             14,551,450      7,229,709
                                       -------------   ------------
INCOME (LOSS) BEFORE INCOME TAXES
   AND MINORITY INTERESTS                 (6,627,014)     4,808,297
INCOME TAX EXPENSE (BENEFIT)              (1,935,000)     1,504,872
MINORITY INTEREST                            201,512          -
                                       -------------   ------------
NET INCOME (LOSS)                      $  (4,893,526)  $  3,303,425
                                       =============   ============
NET INCOME (LOSS) PER COMMON SHARE:
     Primary                           $       (0.14)  $      0.09
                                       =============   ============
     Fully-diluted                     $       (0.14)  $      0.09
                                       ==============  ============
AVERAGE SHARES AND EQUIVALENTS OUTSTANDING:
     Primary                              35,637,083     36,526,938
                                       =============   ============
     Fully-diluted                        35,637,083     36,648,715
                                       =============   ============
SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.

                                      1

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES
               CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                           (UNAUDITED)       THREE MONTHS ENDED
                                                    JUNE 30,
                                            1997            1996
REVENUES:                                 --------        --------
     Casino                             $ 62,057,468    $ 38,514,881
     Food and beverage                     2,479,674       1,626,879
     Rooms                                   227,583         499,883
     Royalty and management fees               -           1,205,479
     Other operating income                1,192,820         520,986
                                        ------------    ------------
          Total revenues                  65,957,545      42,368,108
                                        ------------    ------------
COSTS AND EXPENSES:
     Casino                               31,705,786      16,642,453
     Food and beverage                     1,707,142       1,251,708
     Rooms                                   (57,582)        269,871
     Other operating costs and expenses    1,153,665         571,940
     Advertising and marketing             8,250,625       5,104,770
     General and administrative            6,763,040       4,410,679
     Property operation, maintenance
        and energy cost                    3,034,439       1,592,326
     Rents, property taxes and insurance   1,986,566       1,424,803
     Development expenses                    172,843         489,463
     Depreciation and amortization         5,313,728       4,137,222
                                        ------------    ------------
          Total costs and expenses        60,030,252      35,895,235
                                        ------------    ------------
INCOME FROM OPERATIONS                     5,927,293       6,472,873
                                        ------------    ------------
OTHER (INCOME) EXPENSE:
     Equity loss from unconsolidated
        Subsidiaries                         113,937         169,414
     Interest expense, net                 8,069,102       3,889,461
     Other                                (1,235,441)        (42,336)
                                        ------------    ------------
          Total other expense              6,947,598       4,016,539
                                        ------------    ------------
INCOME (LOSS) BEFORE INCOME TAXES
    AND MINORITY INTEREST:                (1,020,305)      2,456,334
INCOME TAX EXPENSE (BENEFIT)                   -             796,583
MINORITY INTEREST                            201,512           -
                                        ------------    ------------
NET INCOME (LOSS)                       $ (1,221,817)    $ 1,659,751
                                        ============    ============
NET INCOME (LOSS) PER COMMON SHARE:
     Primary                            $     (0.03)     $     0.05
                                        ============    ============
     Fully-diluted                      $     (0.03)     $     0.05
                                        ============    ============
AVERAGE SHARES AND EQUIVALENTS OUTSTANDING:
     Primary                              35,637,083     36,872,546
                                        ============    ============
     Fully-diluted                        35,637,083     36,883,341
                                        ============    ============

SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.

                                      2

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES
                    CONDENSED CONSOLIDATED BALANCE SHEETS
                                    ASSETS
                                               JUNE 30     DECEMBER 31,
                                  (UNAUDITED)   1997          1996 (*)
                                            ------------   ------------
CURRENT ASSETS:
     Cash and cash equivalents              $  29,261,749   $ 17,561,512
     Other current assets                      10,133,609     24,394,985
                                            -------------   ------------
          Total current assets                 39,395,358     41,956,497
                                            -------------   ------------
PROPERTY AND EQUIPMENT, NET                   251,535,343    243,692,571
                                            -------------  -------------
OTHER LONG-TERM ASSETS:
   Investment in unconsolidated subsidiaries      835,433        957,831
   Deferred gaming license cost                38,849,671     38,337,333
   Foreign casino concession agreement, net     9,014,503      9,488,950
   Other long-term assets                      27,393,152     36,168,509
                                            -------------   ------------
          Total other long-term assets         76,092,759     84,952,623
                                            -------------   ------------
                                            $ 367,023,460  $ 370,601,691
                                            =============   ============

                     LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES                          $ 47,004,730   $ 48,448,985
                                            -------------   ------------
OTHER LONG-TERM LIABILITIES                       266,760        266,761
                                            -------------   ------------
LONG-TERM DEBT, NET OF CURRENT MATURITIES     256,042,583    258,261,231
MINORITY INTEREST                               4,801,888          -
                                            -------------   ------------
COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' EQUITY:
Common stock, $0.01 par, 50,000,000 shares
       authorized, 35,637,083 issued and
       outstanding at June 30, 1997 and
       December 31, 1996                          356,371        356,371
     Undesignated stock, 2,500,000 shares
          authorized, none issued                     -              -
     Additional paid-in capital                67,123,707     67,123,702
     Retained earnings                         (7,406,594)    (2,513,062)
     Currency translation adjustments               -              -
     Less unearned compensation                  (377,829)     (492,141)
     Unrealized holding loss on securities       (788,156)     (850,156)
                                            -------------   ------------
          Total shareholders' equity           58,907,499     63,624,714
                                            -------------   ------------
                                             $367,023,460   $370,601,691
                                            =============   ============

SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.

* DERIVED FROM AUDITED FINANCIAL STATEMENTS
                                      3

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES
               CONDENSED CONSOLIDATED STATEMENTS OF CASH  FLOWS
                                 (UNAUDITED)         SIX MONTHS ENDED
                                                         JUNE  30,
                                                   1997             1996
CASH FLOWS FROM OPERATING ACTIVITIES:           ------------  ------------
     Net income (loss)                         $ (4,893,526)     $  3,303,425
     Adjustments for non-cash charges             9,505,514         8,596,273
     Changes in assets and liabilities            6,624,971        (6,720,168)
                                                -------------   -------------
  NET CASH PROVIDED BY OPERATING ACTIVITIES      11,236,959         5,179,530
                                                -------------    -------------
CASH FLOWS FROM INVESTING ACTIVITIES:
     Acquisitions of property and equipment     (20,409,274)       (9,217,492)
     Acquisition of gaming license                    -           (15,000,000)
     Proceeds from sale of subsidiary and
        Property equipment                          174,586            -
     Other, net                                     290,874          (108,099)
                                                -----------      ------------
  NET CASH USED IN  INVESTING ACTIVITIES        (11,943,814)      (24,325,591)
                                                -----------      ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
     Proceeds from issuance of notes
       payable and long-term debt                 6,350,000         4,343,749
     Principal payments on notes payable
          and long-term debt                    (10,842,560)       (4,118,606)
     Net proceeds from sale of common stock          -                 -
     Other                                           -                123,391
                                                -----------      ------------
  NET CASH PROVIDED BY FINANCING ACTIVITIES      (4,492,560)          348,534
                                                -----------      ------------
NET INCREASE (DECREASE) IN CASH AND CASH
      EQUIVALENTS                                (5,199,415       (18,797,527)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD   34,546,164        30,755,698
                                                -----------      ------------
CASH AND CASH EQUIVALENTS, END OF PERIOD       $ 29,346,749      $ 11,958,171
                                                ============      ===========
SUPPLEMENTAL CASH FLOW INFORMATION
CASH PAID DURING THE PERIOD FOR:
   Interest (net of amount capitalized)        $ 16,708,321      $  7,197,402
   Income taxes (net of refunds)                 (6,382,324)           -
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     1,931,566         1,198,172
    Property and equipment financed with
       long-term debt                                18,079        46,416,570
    Gaming license acquisition financed
          with long-term debt                        -              1,042,070
     Common stock granted to officers                -                135,938
     Reclassification of long-term liabilities
          to accrued expenses                       170,029           250,000
     Acquisition of securities available-for-sale
          through sale of subsidiary                 -              1,198,052



SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
                                      4
<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES
             NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
         (INFORMATION WITH RESPECT TO THE THREE AND SIX MONTHS ENDED
                     JUNE 30, 1997 AND 1996 IS UNAUDITED)

1.  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES:

ORGANIZATION  AND  BASIS  OF  PRESENTATION:
The  consolidated  financial  statements  include the accounts of Casino Magic
Corp.  and  its  subsidiaries  ("the Company").  All significant inter-company
 accounts  and transactions have been eliminated.

The   Company  conducts casino gaming operations in Bay St. Louis, Mississippi
("Casino  Magic-BSL"),  Biloxi,   Mississippi ("Casino Magic-Biloxi"), Bossier
City, Louisiana ("Casino Magic-Bossier"), and through a 51% owned subsidiary, 
in    the  Argentina Province of Neuquen in the cities of Neuquen City and San
Martin de los Andes ("Casino Magic-Neuquen").

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, 1996 and Form 10-Q for March 31, 1997.

Certain  reclassifications  have been made to 1996 amounts to conform with the
June 30, 1997 presentation.

2.  LONG TERM DEBT:

Long-term  debt,  including  capital  lease  obligations,  consists  of  the
following:
                                         June 30,           December 31,
                                          1997                  1996
                                       (unaudited)
                                      -------------         ------------
Notes payable, bank (a)               $   9,572,353       $    9,585,130
Equipment contracts (b)                   2,465,702              622,274
Notes payable, land (c)                   3,426,539            4,678,401
Capital lease obligations                   838,708              308,514
Louisiana First Mortgage Notes (d)      115,000,000          115,000,000
First Mortgage Notes (e)                135,000,000          135,000,000
   Unamortized original
   issue discount                        (2,100,905)         (2,284,450)
                                      --------------      --------------
                                        264,202,397         262,909,869
Less current maturities                  (8,159,814)         (4,648,638)
                                      -------------       -------------
                                      $ 256,042,583       $ 258,261,231
                                      ==============      =============



                                      5


<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES
             NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
         (INFORMATION WITH RESPECT TO THE THREE AND SIX MONTHS ENDED
                     JUNE 30, 1997 AND 1996 IS UNAUDITED)

(a)  Consists of four 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, monthly payments
of  $63,200  including principal and interest based on a 60 month amortization
through  February  2000.   The promissory note bears interest at prime plus 1%
(9.50%  at June 30, 1997) throughout the life of the note with a final payment
of  unpaid  balance due February 2000.  (ii) $1,700,000 note collateralized by
gaming  equipment.  The  note  is  payable in six monthly payments, based on a
twenty-four  month  amortization.    Monthly  payments  of  $70,833, including
interest  at  prime  plus  2% (10.5% at June 30, 1997) with a final payment of
unpaid  balance  due November 1997.  (iii) $2,500,000 line of credit due March
1998.    Interest  is  payable quarterly at prime plus .25% (8.75% at June 30,
1997).    (iv)  $3,850,000  collateralized  by  gaming  equipment. The note is
payable in twelve quarterly principal payments of $385,000, excluding interest
at prime plus .25% (8.75% at June 30, 1997).

(b)    Consists of five notes payable collateralized by equipment.  The detail
of  these notes is as follows: (i) $1,075,740 note payable in monthly payments
of  $12,150, including interest at 8.25% through December 1999.  (ii) $946,004
note  payable  in  monthly  payments  of  $4,540, including interest at 11.25%
through  March  1998.  (iii)  $442,356 note payable in monthly installments of
$13,923 including interest at 8.30% through September 1999. (iv) $111,165 note
payable  in  monthly installments of $3,583 including interest at 9.9% through
December  1999.  (v)  $188,700  note  payable  in monthly installments of $623
including interest at 19.44% through July 1998.

(c)    Consists of six notes payable for land acquisitions.  The detail of the
notes  is  as  follows:    (i)$593,400 note payable in monthly installments of
$14,959  including interest at prime plus 2% (11.0% at June 30, 1997), through
April  1999.    (ii)$1,000,000 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.  (iv)  $300,000  note payable in monthly installment of $3,965 including
interest  at  10%  through  February 2003. (v) $500,000 note pyable in monthly
installments  of  $6,470  including  interest  at 9.5% through June 2004. (vi)
$70,000 note payable in monthly installments of $925 including interest at 10%
through March 2003.

(d)    On  August  22,  1996, a wholly owned subsidiary of the Company, Casino
Magic-Bossier City, sold $115,000,000 aggregate principal amount of 13%, First
Mortgage  Notes  due  in 2003 ("Series A Notes") with contingent interest.  On
July  22, 1997, Casino Magic-Bossier City commenced an offer to exchange up to
an  aggregate  of $115,000,000 principal amount of 13% Series B First Mortgage
Notes  due  2003  with Contingent Interest (the "Series B Notes" and, together
with the Series A Notes, the "Louisiana First Mortgage Notes") for such Series
A  Notes  under in effective registration statement filed under the Securities
Act  of  1933.   The terms of the Series B Notes are identical to those of the
Series A Notes.





                                      6

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES
             NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
         (INFORMATION WITH RESPECT TO THE THREE AND SIX MONTHS ENDED
                     JUNE 30, 1997 AND 1996 IS UNAUDITED)

Contingent  Interest is payable on the Louisiana First Mortgage Notes, on each
interest  payment  date,  in  an  aggregate  amount  equal  to  5%  of  Casino
Magic-Bossier  City's  Adjusted  Consolidated  Cash  Flow  (as  defined in the
Louisiana  First  Mortgage  Notes  Indenture  ("Louisiana  Indenture") for the
Accrual  Period  (as  defined  in the Louisiana Indenture, but generally a six
month  period)  last  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 Casino Magic-Bossier City, if, and only to the extent that, (i) the
payment of such portion of Contingent Interest will cause Casino Magic-Bossier
City's  Adjusted  Fixed  Charge  Coverage  Ratio  (as defined in the Louisiana
Indenture)  for  Casino Magic-Bossier City'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.

No contingent interest or management fees were paid in the first six months of
1997.    Additionally, contingent interest and management fees were accrued in
the  first  six  months  of  1997,  in  the  amount  of  $40,616  and $81,233,
respectively.    No contingent interest and management fees are due based upon
certain ratios which were not met during the six months ended June 30, 1997.

The Series A Notes were issued to consolidate the funding necessary to develop
Casino  Magic-Bossier  City  project.    This  included  the  repayment of the
Louisiana Land Note and the Louisiana Notes.

The  Louisiana  First  Mortgage Notes are secured by a first priority security
interest, subject to permitted liens, in substantially all of the existing and
future  assets  of  Bossier  City,  including  the  Bossier  Riverboat  and
substantially  all  of  the  other  assets that comprise  Casino Magic-Bossier
City,  the  Crescent  City  Riverboat,  and  an assignment of the construction
contracts  pursuant to which Casino Magic-Bossier City was being constructed. 
The  Jefferson  Guarantee  will  be  secured by a pledge of all of the capital
stock of Jefferson Casino Corp., a wholly owned subsidiary of the Company.

The  Louisiana  Indenture  permits  Casino  Magic-Bossier City to sell secured
assets,  including the Crescent City Riverboat, so long as the net proceeds of
that  sale  are  used,  or contractually committed to be used, to make capital
improvements  or acquire non-current assets, within  180 days after receipt of
the  proceeds,  at the Casino Magic-Bossier City casino property in connection
with  its gaming and related business operations.  Otherwise, the net proceeds
from  such  an  asset  sale  must  be  used to offer to redeem Louisiana First
Mortgage Note at 101% of the principal amount thereof.
                                      7

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES
             NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
         (INFORMATION WITH RESPECT TO THE THREE AND SIX MONTHS ENDED
                     JUNE 30, 1997 AND 1996 IS UNAUDITED)

The  Louisiana  First  Mortgage Notes are governed by the Louisiana Indenture.
The  Louisiana  Indenture pursuant to which the Louisiana First Mortgage Notes
have  been  issued  contains  certain covenants that will limit the ability of
Casino  Magic-Bossier  City 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.

(e)  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 the
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  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  Casino  Magic-BSL,  Casino
Magic-Biloxi  and  Finance Corp., which is not discharged within 60 days after
entry, and the default by the Company or Casino Magic-BSL, Casino Magic-Biloxi
and Finance Corp. 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 Saint Louis and
Biloxi  along  with  the  accounts  receivable,  inventories,  property  and
equipment,  property held for development and deposits of Casino Magic-BSL and
Casino  Magic-Biloxi.  The book basis of these pledged assets is approximately
$160,000,000  at  June  30, 1997.  The effective interest rate of the Notes is
13.06%.    The  proceeds from the Notes were used to pay off substantially all
outstanding obligations at October 14, 1993.




                                      8

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES
             NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
         (INFORMATION WITH RESPECT TO THE THREE AND SIX MONTHS ENDED
                     JUNE 30, 1997 AND 1996 IS UNAUDITED)

Maturities  of  the  Company's  long-term  debt,  including  capital  lease
obligations, as of June 30, 1997, are as follows:

     Year ending June 30,
     1998                            $   8,159,814
     1999                                5,854,240
     2000                                1,407,714
     2001                              135,276,488
     2002                                  257,047
     Thereafter                        115,347,999
                                     -------------
                                       266,303,302
     Unamortized original issue
     discount                           (2,100,905)
                                     --------------
                                     $ 264,202,397
                                     ==============

3  SALE OF INTEREST IN SUBSIDIARY

On  June 1, 1997 the Company sold a 49% interest in a wholly-owned subsidiary,
Casino  Magic  Neuquen  S.A.,  for  $7.0  million.    The  Company  retained a
controlling  interest  in  Casino Magic-Neuquen and manages its two facilities
located in Neuquen City and San Martin de Los Andes, Argentina for a fee equal
to two percent of Casino Magic-Neuquen's gross monthly revenues.

4.  EARNING PER SHARE:

In  February  1997,  the Financial Accounting Standards Board issued Statement
No.  128  (FAS 128), "Earnings Per Share", which simplifies the computation of
earnings  per share.  FAS 128 is effective for financial statements issued for
periods  ending after December 15, 1997 and requires restatement for all prior
period  earnings  per  share  data  presented.    Basic earnings per share and
diluted  earnings per share calculated in accordance with FAS 128 would remain
unchanged  at $(0.03) and $(0.14) per share for the second quarter of 1997 and
the  six  months  ended June 30, 1997, respectively, $0.05 and $0.09 per share
for  the  second  quarter  of  1996  and  the  six months ended June 30, 1996,
respectively.
















                                      9

<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 proposed developments and operations include: (i)
completion  of  a hotel in 1998 at Casino Magic-Biloxi and (ii) the Company's 
ability  to  fund planned developments and debt service obligations over  the 
next    twelve   months  with  currently available cash, marketable securities
and  cash flow from operations.  In addition to the  risks  and  uncertainties
discussed  below,  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  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  "Casino  Magic-Gulf  Coast"),  Casino Magic of
Louisiana,  Corp. ("Casino Magic-Bossier City") and Casino Magic Neuquen SA, a
51%  owned  subsidiary of the Company, 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".)  During 1996, the
Company  had  a  49%  interest  in Porto Carras Casino S.A.  ("Porto  Carras")
pursuant  to  which    it  managed    a    casino   at the Porto Carras resort
approximately 60 miles south of Thesseloniki, Greece until December 1996.  The
revenues, costs and expenses  of  Porto Carras are not included below as Porto
Carras was accounted for  under  the  equity  method  of  accounting.

                                   THREE  MONTHS        SIX  MONTHS
                                  ENDED  JUNE  30,    ENDED  JUNE  30,
                                  ---------------     ------------------
                                  1997      1996       1997         1996
                                       (Dollars  in  thousands)
                                             (Unaudited)
REVENUES:                       --------   -------   --------   --------
     Casino Magic-BSL (1)      $ 23,503   $ 20,993   $ 45,569   $ 42,037
     Casino Magic-Biloxi (2)     16,567     15,811     32,659     32,644
     Casino Magic-Bossier City   21,519         -      44,726         -
     Casino Magic-Neuquen (3)     4,369      3,983      8,784      7,926
     Corporate and Other (4)(5)      -       1,581         -       2,886
                               --------   ---------  ---------  --------
        Total revenues           65,958     42,368    131,738     85,493
COST AND EXPENSES:
     Casino Magic-BSL            18,821     16,297     37,069     32,531
     Casino Magic-Biloxi         14,961     13,330     29,670     27,463
     Casino Magic-Bossier City   21,190                46,497         -
     Casino Magic-Neuquen         3,303      3,113      6,386      6,296
     Corporate and Other          1,756      3,155      4,192      7,165
                               --------   ---------  ---------  --------
      Total costs and expenses   60,031     35,895    123,814    73,455


                                      10

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES
                   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                FINANCIAL CONDITION AND RESULTS OF OPERATIONS

INCOME (LOSS) FROM OPERATIONS:
     Casino Magic-BSL             4,683      4,696      8,501     9,506
     Casino Magic-Biloxi          1,606      2,481      2,989     5,181
     Casino Magic-Bossier City      329         -      (1,771)       -
     Casino Magic-Neuquen         1,065        870      2,398     1,630
     Corporate and Other         (1,756)    (1,574)    (4,192)   (4,279)
                               ---------  ---------  --------  --------
  Total income from operations $  5,927   $  6,473   $  7,925  $ 12,038
                               =========  ========   ========  ========
______________________
(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. Casino Magic divested of Porto Carras
in December 1996.
(5)Corporate and Other includes the operations of Goldiggers through June 13, 
1996.

Three months ended June 30, 1997 compared to three months ended June 30, 1996:

Consolidated revenues increased $23.6 million, or 5.5% to $66.0 million in the
second  quarter  of  1997,  compared to $42.4 million in the second quarter of
1996.    The  increase  in  the  1997  second quarter consolidated revenues is
primarily  attributable  to  Casino  Magic-Bossier  City,  the  Company's  new
facility  which  opened  in  late  1996 and accounted for $21.5 million of the
increase.    Casino  Magic-Biloxi  revenues increased $0.8 million or 4.8%, to
$16.6  million in the second quarter of 1997, compared to $15.8 million in the
second  quarter  of 1996.  Casino Magic-BSL revenues increased $2.5 million in
the  second  quarter  of 1997 as compared to 1996. The increased win at Casino
Magic-Gulf  Coast  is  due to a strong direct mailing effort during the second
quarter  of  1997.  In  addition,  at Casino Magic-BSL the opening of the golf
course  in  February  1997  has  had  a  positive  impact on gaming revenues. 
Revenues  at  Casino  Magic-Neuquen  increased  $0.4 million, or 10.0% to $4.4
million  in  the second quarter of 1997. Royalty and management fees decreased
$1.2  million in the second quarter of 1997 because the Company ceased earning
such  royalties  and  management  fees when the Company divested itself of its
Greek operations in December 1996.

Consolidated  operating  costs  and  expenses  increased  by $24.1 million, or
67.2%,  from  $35.9  million in the second quarter of 1996 to $60.0 million in
the  second   quarter  of  1997. Of this increase, $21.2 million is related to
Casino Magic-Bossier City, which opened in October 1996.


                                      11

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES
                   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Excluding  the  effects  of  Casino Magic-Bossier City, operating costs in the
second  quarter  of  1997  increased  $3.8  million or 8.1% when comparing the
second  quarter  of 1997 to the same period in 1996.  These increases were the
direct  result  of increased marketing, advertising and promotional efforts at
both  properties on the Gulf Coast, and increased costs incurred as the result
of the opening of a golf course at Casino Magic-BSL in February 1997.

Earnings before income taxes, depreciation and amortization (EBITDA) decreased
by  $0.6 million or 5.9% in the second quarter of 1997 as compared to the same
period  in  1996.    The  second quarter 1996 results include revenues of $1.2
million  and EBITDA of $0.7 million from operations in South Dakota and Greece
which  were  sold during 1996.  The remaining changes in EBITDA are the result
of the following:

(i)         EBITDA contribution of $1.8 million from Casino Magic-Bossier City
which  continues  to  achieve  lower  than  expected  revenues.    Operating
expenditures at Casino Magic-Bossier City have been reduced to help offset the
lower operating revenues.
(ii)          EBITDA  at  Casino Magic-BSL increased to $6.6 million from $6.2
million  for  the  1997  period compared to 1996.  The increased EBITDA is the
result  of an increase in revenues primarily achieved through a more effective
marketing  and  advertising  programs  coupled  with the new golf course which
opened in February 1997.
(iii)          EBITDA  at  Casino  Magic-Biloxi for the second quarter of 1997
declined  to $3.1 million compared with $3.9 million during the same period in
1996.   The decrease in EBITDA was primarily the result of increased marketing
and advertising costs of $1.7 million with no increase in revenues and
(iv)       EBITDA at Casino Magic-Neuquen increased $0.2 million in the second
quarter  of  1997 as compared to the second quarter of 1996.  This increase is
the  result  of  increased  slot  machine  revenues.  Casino Magic-Neuquen has
continued  to  grow  its  slot  machine  player base and American style gaming
continues to attract more customers in that market.

Income  from  operations  decreased $0.6 million to $5.9 million in the second
quarter  of  1997  compared  to  $6.5  million in the same period in 1996.  In
addition  to  the  items  described  above  with  respect  to  EBITDA results,
depreciation  and  amortization  increased  $1.4  million as the result of the
Company's new gaming facility in Casino Magic-Bossier City.

Other  (income)  expense  (non-operating income and expense) increased by $3.1
million  over  the comparative quarter in 1996.  Approximately $4.1 million of
this  increase is the results of the addition of the $115 million in Louisiana
First  Mortgage  Notes  in  August  1996  related to the development of Casino
Magic-Bossier  City.    This was offset in part by a gain of $1.3 million from
the  sale  of a 49% interest in Casino Magic-Neuquen during the second quarter
of 1997, for $7.0 million.

The  Company  had  net  loss  of  $1.2 million, or $0.03 per share in the 1997
second  quarter  compared to net income of $1.6 million, or $0.05 per share in
the  1996  second quarter.  The majority of this decline in net income between
the  periods  is due to the increase in interest expense of $4.1 million and a
less  than anticipated contribution to operating income from the Company's new
gaming facility in Casino Magic-Bossier City.

                                      12

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES
                   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Six months ended June 30, 1997 compared to June 30, 1996:

Consolidated  revenues  increased  $46.2 million or 54.1% to $131.7 million in
the  first  six  months  of  1997,  compared to $85.5 million in the first six
months  of  1996.  This increase was primarily the result of the Company's new
gaming  facility, Casino Magic-Bossier City, which accounted for $44.7 million
in  revenues  in the first six months in 1997.  Excluding the effect of Casino
Magic-Bossier  City,  revenues  increased  $1.5  million due to a $3.5 million
increase  in revenues at Casino Magic-BSL, a $0.9 million increase in revenues
at  Casino  Magic-Neuquen    and  the  loss  of  $2.5 million in revenues from
operations  in  South Dakota and Greece which were sold during 1996.  Revenues
at Casino Magic-Biloxi were unchanged during the comparative periods.

Operating  costs  and expenses increased by $50.4 million, or 68.6%, to $123.8
million  in  the  first  six  months of 1997.  Of this increase, $46.5 million
relates  to the opening of Casino Magic-Bossier City in late 1996.  Offsetting
this  increase  is  a decrease of $1.0 million relating to the operating costs
from a gaming facility in South Dakota which the Company sold in June 1996.

Excluding  the  effects  of  Casino  Magic-Bossier  City  and  the  sale  of a
subsidiary  in  the  second  quarter  1996, operating  expenses increased $5.0
million,  or  6.9%,  when  comparing  the first six months of 1997 to the same
period  in  1996.    These  increases  were  the  direct  result  of increased
marketing,  advertising and promotional efforts at both properties on the Gulf
Coast.  Additionally, increased costs were incurred as a result of the opening
of a golf course at Casino Magic-BSL in February 1997.

Earnings before income taxes, depreciation and amortization (EBITDA) decreased
$2.1  million  or  10.5%  in the first six months of 1997 compared to the same
period in 1996.  The first six months of 1996 results include revenues of $2.5
million  and EBITDA of $1.5 million from operations in South Dakota and Greece
which  were  sold during 1996.  The remaining changes in EBITDA are the result
of the following:

(i)     EBITDA contribution of $1.0 million from Casino Magic-Bossier City due
to  lower  than  expected  revenues  and  high  marketing  and  promotional
expenditures  as well as a level of overall expenses consistent with operating
a  property  at  higher  expected  revenue  levels.  Operating expenditures at
Casino  Magic-Bossier  City  have  been  reduced  to  a  level that allows for
positive cash flow at the current revenue levels.
(ii)        EBITDA at Casino Magic-BSL decreased to $11.9 million for the 1997
period  from  $12.4  million for 1996.  The decline is the result of increased
expenditures  due  to  a  significant  increase  in  marketing and advertising
expense  and the new golf course which opened in February 1997.  These efforts
did generate additional revenues for the period.
(iii)          EBITDA  at Casino Magic-Biloxi for the first six months of 1997
declined  to $5.9 million compared with $8.0 million during the same period in
1996.   The decrease in EBITDA was primarily the result of increased marketing
and advertising costs of $1.9 million.
(iv)          EBITDA at Casino Magic-Neuquen increased $0.8 million in the six
months  of  1997 compared to the second quarter of 1996.  This increase is the
result of increased slot machine revenues.  Casino Magic-Neuquen has continued
to  grow  the  slot machine player base and American style gaming continues to
attract more customers in that market.
                                      13

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES
                   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Income from operations decreased $4.1 million to $7.9 million in the first six
months  of  1997  compared  to  $12.0  million in the same period in 1996.  In
addition  to  the  items  described  above  with  respect  to  EBITDA results,
depreciation  and  amortization increased $2.0 million primarily as the result
of the Company's new gaming facility in Casino Magic-Bossier City.

Other  (income)  expense  (non-operating income and expense) increased by $7.3
million  over  the  comparative  1996  six  month  period.  Approximately $7.5
million  of this increase is the result of the addition of the $115 million in
Louisiana  First  Mortgage  Notes in August 1996 related to the development of
Casino  Magic-Bossier City.  This was offset in part by a gain of $1.3 million
from  the  sale  of  a  49% interest in Casino Magic Neuquen during the second
quarter of 1997, for $7.0 million.

The  Company  had  net loss of $4.9 million, or $0.14 per share in the current
year second quarter compared to net income of $3.3 million, or $0.09 per share
in  the  first six months of the preceding year.  The majority of this decline
in  net  income between the periods is due to the increase in interest expense
of  $7.9  million and a less than anticipated contribution to operating income
from the Company's new gaming facility in Casino Magic-Bossier City.

Liquidity and Capital Resources

At  June 30, 1997, the Company had unrestricted cash and marketable securities
of  $29.3  million  compared to unrestricted cash and marketable securities of
$17.6  million  at  December  31,  1996.    In addition, the Company had $17.0
million  in  restricted  cash,  related  to  the  $115 million Louisiana First
Mortgage  Notes, at December 31, 1996. At June 30, 1997, the Company has $0 in
restricted  cash.    For the six month period ended June 30, 1997, the Company
generated  $11.2  million  of cash flow from operating activities and received
$6.4  million  of proceeds from the incurrence of long term debt.  The Company
spent  $20.4  million  for  the  acquisitions of property, equipment and other
long-term assets, and reduced long term debt by $10.8 million.

The  Company  expended  approximately $14.5 million in capital improvements at
its  Gulf  Coast properties and $5.9 million in capital expenditures at Casino
Magic-Bossier  City  during  the  first six months of 1997.  The Company plans
additional  investments  in  1997  at  its  Gulf  Coast  properties and Casino
Magic-Bossier  City, much of which is subject to the cash flows of the Company
or  the  availability  of  financing.    There are no assurances that adequate
funding will be available for these planned investments.

The  Company  opened  Casino  Magic-Bossier  City  on October 4, 1996, using a
temporary  boarding  facility,  and on December 31, 1996, opened the permanent
facility.    The  Company's  plans for the development of Casino Magic-Bossier
City  are divided into two phases.  The first phase (which has been completed)
includes  a  30,000 square foot floating dockside casino space, with 986 slots
and  44  table games; a 37,000 square foot entertainment and food and beverage
pavilion, with 1,550 covered parking spaces and surface parking spaces for 400
cars.

                                      14

<PAGE>
                     CASINO MAGIC CORP. AND SUBSIDIARIES
                   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The  second  phase  plans  include  the  construction  of a 60,000 square foot
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 Queen Riverboat (a gaming riverboat owned
by  Casino  Magic-Bossier  City)  and  future  operating  cash  flow of Casino
Magic-Bossier  City.    No assurances can be given that such funds will become
available or that such hotel and related facilities will ever be developed.

The  Company  is  currently constructing a hotel tower at Casino Magic-Biloxi 
above  the  eight-story parking garage adjacent to the casino.  The hotel will
consist of approximately 378 rooms, including approximately 86 suites and will
include  standard  amenities  such  as  a  swimming pool and modest conference
space.    The  hotel  structure,  when completed, is expected to be one of the
tallest  buildings in Biloxi.  Construction on the hotel commenced in December
1996,  and  completion is estimated for 1998. The hotel construction costs are
being  funded  solely  out  of  the  cash  flow of Casino Magic-BSL and Casino
Magic-Biloxi,  and  any  lack  of  cash flow from operations in the future may
delay or prevent completion of the hotel as planned.

On  June  1, 1997, the Company sold 49% of its wholly-owned subsidiary, Casino
Magic-Neuquen  for  $7.0  million.    The Company will use these funds for the
development  plans  for  Casino  Magic-Gulf  Coast,  specifically the hotel at
Casino Magic-Biloxi.

Under  the  terms  of  the  Indenture  associated  with the $135,000,000 First
Mortgage  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 associated with the Louisiana First Mortgage
Notes.

The  Company will have a significant need for cash in 1997 and beyond in order
to  continue  its planned development of its existing properties.  The Company
believes  that  cash and marketable securities at June 30, 1997, and its  cash
flows  from  operations  will  be sufficient to service its operating and debt
service  requirements,  as  well  as  the planned 1997 construction activities
relating  to  the  Casino Magic-Biloxi hotel, through at least the next twelve
months,  but  are not sufficient to engage in any other development activities
without additional debt or equity financing.











                                      15

<PAGE>

PART II - OTHER INFORMATION

                     CASINO MAGIC CORP. AND SUBSIDIARIES

ITEM  1.    LEGAL  PROCEEDINGS

On  or  about  September  6,  1996 Casino America, Inc. ("Plaintiff) commenced
litigation  in  the  Chancery  Court  of  Harrison County, Mississippi, Second
Judicial  District,  Civil Action No. C2402-96-1064 against Casino Magic Corp.
(the  "Company"),  and Edward Ernst, its Chief Executive Officer (collectively
"Defendants"),  seeking injunctive relief and unspecified compensatory damages
in an amount to be proven at trial as well as punitive damages.

Plaintiff  claims,  among other things, that Defendants (i) breached the terms
of  an  agreement  they  had  with  Plaintiff, (ii) tortiously interfered with
certain  business relations of Plaintiff; and (iii) breached covenants of good
faith and fair dealing they allegedly owed to Plaintiff.

On  or  about  October 8, 1996, Defendants interposed an answer to Plaintiff's
complaint denying the allegations contained in the complaint.

The  discovery  phase  of  this litigation is continuing.  While the Company's
management  cannot  predict  the  outcome  of this action, management believes
Plaintiff's  claims  are  without  merit.    The Company intends to vigorously
defend this action.

Reference  is  made  to  the Company's Annual Report on Form 10-K for the year
ended  December 31, 1996 and Form 10-Q for the quarter ended March 31, 1997 on
file  with  the  Securities and Exchange Commission.

ITEM  2.    CHANGES  IN  SECURITIES

     None.

ITEM  3.    DEFAULTS  UPON  SENIOR  SECURITIES.

     None

ITEM  4.    SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY-HOLDERS

(a)On June 30, 1997, the annual meeting of the shareholders of the Company was
 held  at  the  Company's  offices  in  Bossier City, Louisiana.

(b)All  members of the Board of Directors were elected at the annual meeting. 
See  (c)  below  for  the  names  of  such  members.

(c)The  only  matter voted upon at the annual meeting was the election of the 
members    of    the   Board  of  Directors.    Shares  entitled  to vote were
35,637,083  and  the number of votes cast for, against or withheld, as well as
abstentions,   with  respect  to the election of directors is set forth below.
Information  on  broker  non-votes  was  not  available  ("n/a").




                                      16

<PAGE>

                     CASINO MAGIC CORP. AND SUBSIDIARIES


Election of the following members of the Company's Board of Directors:
                                     Votes Cast               Number of
                    Votes Cast in    Against or   Number of   Broker Non
                        Favor        Withheld     Abstentions     Votes
Marlin  F.  Torguson   31,654,987       214,099          0          n/a
James  E.  Ernst       31,809,479       208,753          0          n/a
Roger  H.  Frommelt    31,712,791       208,813          0          n/a
E.  Thomas  Welch      31,729,802       208,338          0          n/a


ITEM  5.  OTHER  INFORMATION

      None.

ITEM  6.    EXHIBITS  AND  REPORTS  ON  FORM  8-K.

(a)      Exhibits
     None
(b)          Reports  on  Form  8-K:

     None.




























                                      17

<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:      AUGUST  14,  1997             /S/  JAMES  E.  ERNST
         --------------------          ---------------------------------
                                       JAMES E. ERNST, PRESIDENT
                                       AND CHIEF EXECUTIVE OFFICER


Date:      AUGUST  14,  1997             /S/  JAY  S.  OSMAN
         --------------------          --------------------------------
                                       JAY S. OSMAN, CHIEF FINANCIAL
                                       OFFICER AND TREASURER (PRINCIPAL
                                       FINANCIAL AND ACCOUNTING OFFICER)




































                                      18

<PAGE>

CASINO  MAGIC  CORP.
     QUARTERLY  REPORT  ON  FORM  10-Q  FOR  THE  PERIOD  ENDED  JUNE 30, 1996

                              INDEX  TO  EXHIBITS
Exhibit
Number                                                              Page



          None
































                                      19