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: March 31, 1997

                      Commission File Number:    0-17048

                          CENTURION MINES CORPORATION
            (Exact name of registrant as specified in its charter)

             UTAH                                           87-0429204     
(State or other jurisdiction of                          (I.R.S. Employer    
Incorporation or organization)                          Identification Number)

     860 South 500 West Street, First Floor, Salt Lake City, Utah 84101
           (Address of Principal Executive Offices) (Zip Code)

                                801-534-1120
            Registrant's telephone number, including area code

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
                       
                        Yes  [X]             No  [ ]
                   
     The number of shares outstanding at March 31, 1997:  28,144,665 shares

<PAGE>

                        PART I.  FINANCIAL INFORMATION

          ITEM 1.  FINANCIAL STATEMENTS OF CENTURION MINES CORPORATION
                   (Hereinafter referred to as Registrant or Company)


     The condensed, consolidated financial statements of the Registrant
included herein have been prepared by the Registrant from its own books and
records.  In the opinion of management, the financial statements included
in this quarterly report present fairly in all material respects, the
financial position of Registrant and subsidiaries as of March 31, 1997, and
September 30, 1996, the results of operations for the three months and six
months ended March 31, 1997 and 1996, and the cash flows for the six months
ended March 31, 1997 and 1996, in conformance with generally accepted
accounting principles.

     As discussed in Item 2, a substantial portion of Registrant's assets
consist of investments in mineral properties for which additional
exploration is required to determine if they contain ore reserves that are
economically recoverable.  The realization of these investments is dependent
upon the success of future property sales, the existence of economically
recoverable reserves, the ability of the Company to obtain financing or make
other arrangements for development, and upon future profitable production.
Accordingly, no provision for any asset impairment that may result, in the
event the Company is not successful in developing or selling these properties,
has been made in the accompanying consolidated financial statements.

                                      -2-
<PAGE>
<TABLE>
                          CENTURION MINES CORPORATION
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                  (Unaudited)
<CAPTION>
ASSETS                                         As of            As of
------                                         March        September
                                            31, 1997         30, 1996
                                            --------        ---------
<S>                                      <C>               <C>
CURRENT ASSETS:
     Cash                                $    55,623       $  133,556
     Accounts receivable                          --            5,000
     Advances to related parties               7,528           28,842
     Prepaid expenses                         92,812           76,578
     Marketable securities (Note 3)          150,000          150,000
                                           ---------        ---------
        Total current assets                 305,963          393,976
                                           ---------        ---------
MINERAL PROPERTIES                         9,430,367        8,849,485
                                           ---------        ---------
PROPERTY AND EQUIPMENT:
     Leasehold improvements                    8,845            8,845 
     Furniture and equipment                 270,120          240,717 
     Vehicles                                125,151          125,151 
     Field equipment                         486,228          441,756 
     Leased automobiles & equipment           84,620           84,620 
     Less:  Accumulated depreciation and
          amortization                      (467,805)        (385,412)
                                           ---------        ---------
        Total property and equipment         507,159          515,677
                                           ---------        ---------
OTHER ASSETS:                                        
     Deposits                                  4,752            4,752 
     Other assets                              1,438            6,438 
                                           ---------        ---------
        Total other assets                     6,190           11,190 
                                           ---------        ---------
TOTAL ASSETS                             $10,249,679       $9,770,328 
                                          ==========       ==========
</TABLE>

  The accompanying Notes to Condensed Consolidated Financial Statements are an
           integral part of these condensed consolidted statements.

                                      -3-
<PAGE>
<TABLE>
                          CENTURION MINES CORPORATION
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                  (Unaudited)
<CAPTION>
LIABILITIES AND SHAREHOLDERS' EQUITY
------------------------------------
                                                 As of          As of
                                                 March      September
                                              31, 1997       30, 1996
                                              --------      ---------
<S>                                        <C>            <C>
CURRENT LIABILITIES:
     Accounts payable                      $   299,811    $   206,622 
     Accrued compensation payable               23,946         45,587 
     Payable to related party                   24,266          6,074  
     Advances from shareholder                  28,862          6,561 
     Leases payable                             12,246         31,895 
     Short-term notes payable                   32,543         80,542 
                                            ----------     ----------
          Total current
              liabilities                      421,674        377,281
                                            ----------     ----------
LONG TERM DEBTS:
     Leases payable                             32,445         32,445 
     Note payable - related party               35,530         35,530 
     Note payable                               38,461         38,461 
                                            ----------     ----------
          Total long term debt                 106,436        106,436 
                                            ----------     ----------
          TOTAL LIABILITIES                    528,110        483,717 
                                            ----------     ----------
MINORITY INTERESTS IN
       CONSOLIDATED SUBSIDIARIES                29,685         29,685 
                                            ----------     ----------
SHAREHOLDERS' EQUITY:
    Common stock - $.01 par value;
      30,000,000 shares authorized;
      28,144,665 and 26,081,077
      shares issued and outstanding,
      respectively                             281,447        260,811
    Additional paid-in capital              20,957,499     19,673,873 
    Accumulated deficit                    (11,526,162)   (10,654,508)
    Receivable related to sale
      of common stock                          (20,900)       (23,250)
                                            ----------     ----------
          Total shareholders'
          equity                             9,691,884      9,256,926
                                            ----------     ----------
TOTAL LIABILITIES AND
   SHAREHOLDERS' EQUITY                    $10,249,679    $ 9,770,328
                                           ===========    ===========
</TABLE>

  The accompanying Notes to Condensed Consolidated Financial Statements are an
           integral part of these condensed consolidted statements.

                                      -4-
<PAGE>

<TABLE>
                          CENTURION MINES CORPORATION
                CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                 (Unaudited)
<CAPTION>                                               
                                        Three Months Ended                Six Months Ended
                                            March  31,                       March  31,
                                        ------------------                ----------------
                                          1997            1996             1997            1996
                                    ----------      ----------       ----------      ----------
<S>                                <C>             <C>              <C>             <C>
REVENUES:
     Management and consulting
       fees                        $        --     $     7,500      $        --     $    15,000
                                    ----------      ----------       ----------      ----------

          Total revenues                    --           7,500               --          15,000
                                   $----------     $----------      $----------     $----------
OPERATING EXPENSES:
     General and administrative        412,564         388,246          845,086         795,064
     Cost of properties
       abandoned                         5,859              --            5,859              --
     Mineral leases                     65,296          72,247          141,827         147,919
     Depreciation and
       amortization                     41,865          29,022           82,393          58,506
                                    ----------      ----------       ----------      ----------
          Total operating
            expenses                   525,584         489,515        1,075,165       1,001,489
                                    ----------      ----------       ----------      ----------
OTHER INCOME (EXPENSE):
     Other income                        7,268           8,142            9,423          11,338 
     Interest expense                   (4,173)           (470)          (8,225)         (1,145)
     Gain on sale of assets            189,880          14,722          202,313          79,040  
                                    ----------      ----------       ----------      ----------
          Total other income           192,975          22,394          203,511          89,233
                                    ----------      ----------       ----------      ----------
LOSS FROM OPERATIONS                  (332,609)       (459,621)        (871,654)       (897,256)
                                    ----------      ----------       ----------      ----------
LOSS FROM DILUTION OF EQUITY
  INVESTMENT IN SUBSIDIARY                  --              --               --              -- 
                                    ----------      ----------       ----------      ----------

LOSS BEFORE MINORITY INTERESTS        (332,609)       (459,621)        (871,654)       (897,256)

MINORITY INTERESTS IN LOSS (INCOME) 
  OF CONSOLIDATED SUBSIDIARIES              --             328               --             664 
                                    ----------      ----------       ----------      ----------

NET LOSS                           $  (332,609)    $  (459,293)     $  (871,654)    $  (896,592)
                                    ==========      ==========       ==========      ==========
NET LOSS PER COMMON SHARE:(Note 2) $      (.01)    $      (.02)     $      (.03)    $      (.04)
                                    ==========      ==========       ==========      ==========
WEIGHTED AVERAGE COMMON SHARES 
  OUTSTANDING                       27,670,380      24,187,142       27,154,485      24,085,847
                                    ==========      ==========       ==========      ==========
</TABLE>

  The accompanying Notes to Condensed Consolidated Financial Statements are an
           integral part of these condensed consolidted statements.

                                      -5-
<PAGE>

<TABLE>
                          CENTURION MINES CORPORATION
                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (Unaudited)

                          Increase (Decrease) in Cash
<CAPTION>
                                                 Six Months Ended March 31,          
                                                 -------------------------
                                                        1997          1996   
                                                   ---------     ---------
<S>                                               <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
     Net loss                                     $ (871,654)   $ (897,256)
     Adjustments to reconcile net loss to
       net cash used in operating activities:
     Compensation and other expenses paid
       through issuance of common stock              540,562       517,671 
     Depreciation and amortization                    82,393        57,498 
     Minority interests                                   --          (664)
     Change in assets and liabilities: 
          Accounts receivable                          5,000          (166)
          Receivable from related party               21,314       178,290 
          Prepaid expenses                           (16,234)      (22,578)
          Mineral properties                        (580,882)     (235,594)
          Other assets                                 5,000        (5,600)
          Accounts payable                            93,189        16,988 
          Payable to related party                    18,192            --  
          Accrued compensation payable               (21,641)        3,369
          Advances from shareholders                  22,301            --
          Leases payable                             (19,649)           --
          Notes payable                              (47,999)           --
                                                   ---------     ---------
          Net cash used in operating activities     (770,108)     (388,042)
                                                   ---------     ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
     Purchase of property and equipment              (73,875)      (85,178)

          Net cash used in investing activities      (73,875)      (85,178)
                                                   ---------     ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
     Issuance of common stock for cash               763,700       510,023
     Receivable related to sale of common
       stock                                           2,350            --
                                                   ---------     ---------
          Net cash provided by financing
           activities                                766,050       510,023
                                                   ---------     ---------

NET INCREASE (DECREASE) IN CASH                      (77,933)       36,803

CASH, BEGINNING OF PERIOD                            133,556        17,510 

CASH, END OF PERIOD                               $   55,623    $   54,313
                                                  ==========    ==========
</TABLE>

  The accompanying Notes to Condensed Consolidated Financial Statements are an
           integral part of these condensed consolidted statements.

                                      -6-
<PAGE>

                          CENTURION MINES CORPORATION
          Condensed Consolidated Statements of Cash Flows - Continued

Supplemental disclosure of noncash investing and financing activities:

During the three months ended March 31, 1997, the Company:

  -     issued 83,450 shares of common stock valued at $58,450 for services of
          employees and contractors.

  -     issued 35,000 shares of common stock valued at $28,438 for Directors'
          fees.

  -     issued 308,683 shares of common stock valued at $201,370 in lieu of
          cash payments for outstanding debt.


  The accompanying Notes to Condensed Consolidated Financial Statements are an
           integral part of these condensed consolidted statements.

                                      -7-
<PAGE>

                          CENTURION MINES CORPORATION
             NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                March 31, 1997

(1)  The condensed consolidated financial statements included herein have been
     prepared by the Company, without audit, in accordance with generally
     accepted accounting principles for interim financial information and
     pursuant to the rules, regulations and instructions of the Securities and
     Exchange Commission pertaining to Form 10-Q and Article 10 of Regulation
     S-X.  These condensed consolidated financial statements reflect all
     adjustments which, in the opinion of management, are necessary to present
     fairly the results of operations for the interim period presented.  All
     adjustments are of a normal recurring nature.  Certain information,
     footnotes and disclosures normally included in complete financial
     statements prepared in accordance with generally accepted accounting
     principles have been condensed or omitted pursuant to such rules and
     regulations, although the Company believes that the following disclosures
     are adequate.  It is suggested that these condensed 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 September 30, 1996.

(2)  Net loss per common share is based on the weighted average number of common
     shares outstanding during the period.

(3)  The Company carries its marketable securities at the lower of cost or
     market value (FMV):

     Royal Silver Mines, Inc.                        COST            FMV
                                                     ----            ---
                                                 $150,000     $1,552,619

     FMV is based on the closing or average price of Royal common stock of
     $1.12 per share on April 1, 1997, the first trading day following the
     quarter ended March 31, 1997.

                                      -8-

   These Notes to Condensed Consolidated Financial Statements are an integral
                       part of the financial statements.

<PAGE>

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

Financial Condition, Liquidity and Capital Resources.
-----------------------------------------------------

Since inception on June 21, 1984, the Company has been engaged in exploration,
acquisition, and development of mineral properties primarily through joint
ventures.  The Company's principal capital resources have been acquired
through issuance of common stock, through joint venture operations, and through
sales of various properties.  The Company has primarily relied upon joint
venture partners to finance the on-going costs of holding and developing
properties.

At March 31, 1997, the Company had a deficit working capital of ($115,711)
compared to working capital at September 30, 1996, of $16,695.  This decline
in available working capital was primarily the result of a decrease in the
value of common stock that was issued for cash.

At March 31, 1997, the Company owned 1,380,267 shares of Royal Silver Mines,
Inc. common stock, a related company, which is approximately 10 percent of the
total shares of Royal common stock outstanding as of March 31, 1997.  The
market value of Royal common stock on the first trading day after March 31,
1997, was $1.12 per share (Note 3).

The Company's assets consist primarily of interests in mineral properties. The
total assets increased from $8,849,485 at September 30, 1996, to $9,430,367
at March 31, 1997.  The increase in total assets is primarily due to the
exploration and development of mineral properties along with the acquisition of
additional mineral rights.
     
These condensed consolidated financial statements include the following
companies, with the state of incorporation and percentage of ownership as
shown: Centurion Mines Corporation, Utah, 100%; Centurion Exploration,
Incorporated, Utah, 100%; Dotson Exploration Company, Nevada, 100%; Mammoth
Mining Company, Nevada, 81.8%; The Gold Chain Mining Company, Utah, 61.1%;
and Tintic Coalition Mines, Utah, 80%.

The Company does not have sufficient capital to fully explore and develop its
mineral properties, nor does the Company currently have continuing revenues.
The Company plans to continue financing its exploration activities through
joint ventures, production activities, equity funding, or by selling
properties and retaining royalty interests.

Results of Operations
---------------------

During the six months ended March 31, 1997, the Company's operations used
$770,108 of cash as compared to $388,042 during the six months ended March 31,
1996.  This increase in cash flow is the result of a change in management's
objectives from that of actively acquiring additional mineral properties to
increasing the exploration and development of current properties.  During the
three months ended March 31, 1997, cash flows from operations included the
issuance of common stock to various entities for compensation and services,
valued at $294,117.

The Company had a loss for the three months ended March 31, 1997, of $332,609
or $0.01 per share compared with a loss for the three months ended March 31,
1996, of $459,293 or $0.02 share.  This improvement is generally the result of
partial liquidation of Royal Silver Mines stock owned by the company.

                                      -9-
<PAGE>

General and administrative costs increased by $24,318 to $412,564 in the
quarter ended March 31, 1997 compared to the quarter ended March 31, 1996.
Management believes there is no known certainty nor uncertainty that such
reductions may result in adverse consequences to the Company's financial
condition.

These improvements allowed the Company to concentrate use of its funds in the
areas of land acquisition and exploration, and in the rehabilitation of tunnels
and water systems in certain previously-producing mines.  Also, the Company
continued to invest additional funds in equipment for exploration and analysis
of exploration data.  These equipment acquisitions will allow the Company to
increase its use of Company personnel, rather than outside contractors.
Increases in lease expense for leased property partly offset the decreases in
operating expenses discussed above.


                          PART II.  OTHER INFORMATION

ITEM 1.LEGAL PROCEEDINGS.

   None.

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.

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

   Exhibit      Sec. No.            Document
   ---------------------------------------------------------------------------
    4.03            4               Amendment No. 3 to 1991 Stock Option
                                    and Stock Award Plan
   27.01           27               Financial Data Schedule for Quarter Ending
                                    March 31, 1997

   No Reports on Form 8-K were filed during the quarter.

                                     -10-
<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.

                                               CENTURION MINES CORPORATION
                                               By Its Chief Executive Officer:
Date:  May 12, 1997                            /s/ Spenst Hansen
       --------------                          -------------------------------
                                               Spenst Hansen, President
                                               Chief Executive Officer


                                               By Its Principal Financial and
                                               Accounting Officer:
Date:  May 12, 1997                            /s/ Randy W. Sutherland
       --------------                          -------------------------------
                                               Randy W. Sutherland, Treasurer/
                                               Assistant Secretary
                                               Principal Financial and
                                               Accounting Officer
                                     -11-
<PAGE>