SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C.   20549

                                  FORM 10-Q/A


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


               For the quarterly period ended September 30, 1998
                                              ------------------
    [ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                             EXCHANGE ACT OF 1934


               For the transition period from     -     to     -
                                                  -            -

                       Commission file number 333-14535


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

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<CAPTION>


<S>                               <C>
LOUISIANA. . . . . . . . . . . .            64-0878110
(State or other jurisdiction of.      (I.R.S. Employer
Incorporation or organization) .  Indentification No.)
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              711 CASINO MAGIC DRIVE, BAY SAINT LOUIS, MS   39520
              (Address of principal executive offices) (Zip Code)

                                (228) 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.

       1,000 shares of common stock outstanding as of November 13, 1998
=======================================================================

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CASINO MAGIC OF LOUISIANA, CORP.

INDEX TO FORM 10-Q/A

<S>                               <C>                                                          <C>
PART I                            FINANCIAL INFORMATION                                        PAGE NO.
Item 1.. . . . . . . . . . . . .  Financial Statements
                                  Condensed Consolidated Statements of Operations -
                                  For the three months ended September 30, 1998 and 1997              1

                                  Condensed Consolidated Statements of Operations -
                                  For the nine months ended September 30, 1998 and 1997               2

                                  Condensed Consolidated Balance Sheets -
                                  September 30, 1998 and December 31, 1997                            3

                                  Condensed Consolidated Statements of Cash Flows -
                                  For the nine months ended September 30, 1998 and 1997               4

                                  Notes to Condensed Consolidated Financial Statements                5

Item 2.. . . . . . . . . . . . .  Management's Discussion and Analysis of Financial Condition
                                  and Results of Operations                                           7

PART II. . . . . . . . . . . . .  OTHER INFORMATION
Item 1.                           Legal Proceedings                                                  10
Item 2.                           Changes in Securities                                              10
Item 3.                           Default Upon Senior Securities                                     10
Item 4.                           Submission of Matters to a Vote of Security Holders                10
Item 5.                           Other Information                                                  10
Item 6.                           Exhibits and Reports on Form 8-K                                   10
                                  SIGNATURES                                                         11
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                            PART I - FINANCIAL INFORMATION 
ITEM  1:  FINANCIAL  STATEMENTS
                           CASINO MAGIC OF LOUISIANA, CORP.
                          CONDENSED STATEMENTS OF OPERATIONS


                                                              Three months ended
                                                                 September 30,
<S>                                                 <C>                   <C>
                                                                   1998          1997 
                                                    --------------------  ------------
                                                             (Unaudited)
Revenues:
  Casino . . . . . . . . . . . . . . . . . . . . .  $        28,290,048   $22,794,023 
  Other operating income . . . . . . . . . . . . .              794,722       955,928 
                                                    --------------------  ------------
    Total revenues . . . . . . . . . . . . . . . .           29,084,770    23,749,951 
                                                    --------------------  ------------

Costs and expenses:
  Casino . . . . . . . . . . . . . . . . . . . . .           14,262,577    12,560,095 
  Other operating costs and expenses . . . . . . .              999,677       157,141 
  Advertising and marketing. . . . . . . . . . . .            3,653,989     2,422,708 
  General and administrative . . . . . . . . . . .            2,520,040     1,653,235 
  Property operation, maintenance and energy cost.            1,192,222       978,478 
  Rents, property taxes and insurance. . . . . . .              808,228       700,854 
  Depreciation and amortization. . . . . . . . . .            1,642,438     1,523,933 
                                                    --------------------  ------------
    Total costs and expenses . . . . . . . . . . .           25,079,171    19,996,444 
                                                    --------------------  ------------
Income from operations . . . . . . . . . . . . . .            4,005,599     3,753,507 
                                                    --------------------  ------------

Other (Income) Expenses:
  Interest expense . . . . . . . . . . . . . . . .            4,584,582     4,304,030 
  Capitalized interest . . . . . . . . . . . . . .             (299,638)           -- 
  Interest income. . . . . . . . . . . . . . . . .             (142,368)           -- 
  (Gain) loss on sale of assets. . . . . . . . . .            1,930,379    (1,439,916)
  Other. . . . . . . . . . . . . . . . . . . . . .            1,088,776       944,739 
                                                    --------------------  ------------
    Total other expense. . . . . . . . . . . . . .            7,161,731     3,808,853 
                                                    --------------------  ------------
Income (loss) before income taxes. . . . . . . . .           (3,156,132)      (55,346)
Income tax expense . . . . . . . . . . . . . . . .                   --            -- 
Net income (loss). . . . . . . . . . . . . . . . .  $        (3,156,132)  $   (55,346)
                                                    ====================  ============

Net income (loss) per common share:. . . . . . . .  $         (3,156.14)  $    (55.35)
                                                    ====================  ============
Weighted average commons shares - 1,000
<FN>

                     See notes to condensed financial statements.
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                                       1

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                           CASINO MAGIC OF LOUISIANA, CORP.
                          CONDENSED STATEMENTS OF OPERATIONS


                                                               Nine months ended
                                                                 September 30,
<S>                                                 <C>                  <C>
                                                                  1998          1997 
                                                    -------------------  ------------
                                                            (Unaudited)
Revenues:
  Casino . . . . . . . . . . . . . . . . . . . . .  $       81,421,376   $65,630,025 
  Other operating income . . . . . . . . . . . . .           2,435,624     2,845,638 
                                                    -------------------  ------------
   Total revenues. . . . . . . . . . . . . . . . .          83,857,000    68,475,663 
                                                    -------------------  ------------

Costs and expenses:
  Casino . . . . . . . . . . . . . . . . . . . . .          40,152,817    35,219,187 
  Other operating costs and expenses . . . . . . .           2,938,252     3,394,540 
  Advertising and marketing. . . . . . . . . . . .          10,327,186    12,156,679 
  General and administrative . . . . . . . . . . .           6,161,485     5,595,267 
  Property operation, maintenance and energy cost.           3,373,482     3,897,550 
  Rents, property taxes and insurance. . . . . . .           2,270,601     1,918,873 
  Depreciation and amortization. . . . . . . . . .           4,820,759     4,310,605 
                                                    -------------------  ------------
    Total costs and expenses . . . . . . . . . . .          70,044,582    66,492,701 
                                                    -------------------  ------------
Income (loss) from operations. . . . . . . . . . .          13,812,418     1,982,962 
                                                    -------------------  ------------

Other (Income) Expenses:
  Interest expense . . . . . . . . . . . . . . . .          13,445,339    12,559,021 
  Capitalized interest . . . . . . . . . . . . . .            (400,246)     (107,401)
  Interest income. . . . . . . . . . . . . . . . .            (424,366)     (277,076)
  (Gain) loss on sale of assets. . . . . . . . . .           1,930,379    (1,439,916)
  Other. . . . . . . . . . . . . . . . . . . . . .           3,016,361       801,471 
                                                    -------------------  ------------
    Total other expense. . . . . . . . . . . . . .          17,567,467    11,536,099 
                                                    -------------------  ------------
Income (loss) before income taxes. . . . . . . . .          (3,755,049)   (9,553,137)
Income tax expense (benefit) . . . . . . . . . . .                  --      (452,692)
Net income (loss). . . . . . . . . . . . . . . . .  $       (3,755,049)  $(9,100,445)
                                                    ===================  ============

Net income (loss) per common share:. . . . . . . .  $        (3,755.05)  $ (9,100.45)
                                                    ===================  ============
Weighted average common shares - 1,000
<FN>

                     See notes to condensed financial statements.
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                                       2

<PAGE>
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<CAPTION>

                              CASINO MAGIC OF LOUISIANA, CORP.
                                  CONDENSED BALANCE SHEETS

                                           ASSETS


                                                              September 30,    December 31,
<S>                                                          <C>              <C>
                                                                       1998          1997(*)
                                                             ---------------  --------------
                                                                 (Unaudited)
Current Assets:
  Cash and cash equivalents . . . . . . . . . . . . . . . .  $    8,032,576   $  10,675,429 
  Restricted marketable securities. . . . . . . . . . . . .       1,599,185      10,629,405 
  Other current assets. . . . . . . . . . . . . . . . . . .       1,353,461       1,218,886 
                                                             ---------------  --------------
    Total current assets. . . . . . . . . . . . . . . . . .      10,985,222      22,523,720 

Property and equipment, net . . . . . . . . . . . . . . . .      86,887,042      77,263,462 

Other long-term assets
  Deferred gaming license cost, net . . . . . . . . . . . .      36,846,558      38,048,426 
  Debt issuance costs, net. . . . . . . . . . . . . . . . .       4,106,087       4,710,121 
  Other long-term assets. . . . . . . . . . . . . . . . . .         111,714          91,820 
                                                             ---------------  --------------
    Total other long-term assets. . . . . . . . . . . . . .      41,064,359      42,850,367 
                                                             ---------------  --------------
                                                             $  138,936,623   $ 142,637,549 
                                                             ===============  ==============

LIABILITIES AND SHAREHOLDER'S EQUITY

Current liabilities:
  Notes and contracts payable . . . . . . . . . . . . . . .  $    3,448,965   $      76,950 
  Curent maturities of long-term debt . . . . . . . . . . .       3,594,815       3,714,540 
  Accounts payable. . . . . . . . . . . . . . . . . . . . .       3,520,732       3,665,071 
  Accrued expenses. . . . . . . . . . . . . . . . . . . . .       7,897,988       5,614,298 
  Accrued interest. . . . . . . . . . . . . . . . . . . . .       3,754,805       6,547,014 
  Accrued payroll and related benefits. . . . . . . . . . .       2,588,546       2,942,523 
  Accrued progressive gaming liabilities. . . . . . . . . .         543,921         388,222 
  Other current liabilities . . . . . . . . . . . . . . . .          92,122         492,122 
                                                             ---------------  --------------
    Total current liabilities . . . . . . . . . . . . . . .      25,441,894      23,440,740 


Long-term debt, net of current maturities . . . . . . . . .     115,657,551     117,604,583 
                                                             ---------------  --------------
    Total noncurrent liabilities. . . . . . . . . . . . . .     115,657,550     117,604,583 

Shareholder's Equity
Common stock, $0.01 par value, 10,000 shares authorized,
  1,000 shares issued and outstanding at September 30, 1998
  and December 31, 1997                                                   1               1 
Additional paid-in capital                                       22,278,401      22,278,400 
Retained deficit. . . . . . . . . . . . . . . . . . . . . .     (24,441,224)    (20,686,175)
                                                             ---------------  --------------
  Total shareholder's equity                                     (2,162,822)      1,592,226 
                                                             ---------------  --------------
                                                             $  138,936,623   $ 142,637,549 
                                                             ===============  ==============
<FN>

                         * Derived from audited financial statements
                        See notes to condensed financial statements.
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                                       3

<PAGE>
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                                     CASINO MAGIC OF LOUISIANA, CORP.
                                    CONDENSED STATEMENTS OF CASH FLOWS


                                                                                 Nine months ended
                                                                                    September 30,
<S>                                                                     <C>                  <C>
                                                                                      1998          1997 
                                                                        -------------------  ------------
                                                                                (Unaudited)
Cash Flows from Operating Activities:
  Net income (loss). . . . . . . . . . . . . . . . . . . . . . . . . .  $       (3,755,049)  $(9,100,445)
  Adjustments for non-cash charges                                               7,355,172     3,338,432 
  Changes in assets and liabilities                                             (2,002,831)    3,983,016 
                                                                        -------------------  ------------
Net Cash Used in Operating Activities. . . . . . . . . . . . . . . . .          (1,597,292)   (1,778,997)
                                                                        -------------------  ------------

Cash Flows From Investing Activities:
  Acquisitions of property and equipment . . . . . . . . . . . . . . .         (10,801,871)   (7,350,091)
  Proceeds from sale of assets                                                          --    11,700,000 
  Decrease in marketable securities                                              9,030,220            -- 
  Other, net                                                                       (19,903)       85,150 
                                                                        -------------------  ------------
Net Cash Provided by (Used in) Investing Activities                             (1,791,544)    4,435,059 
                                                                        -------------------  ------------

Cash Flows From Financing Activities:
  Net proceeds from issuance of long-term debt                                          --     3,850,000 
  Principal payments on notes payable and long-term debt . . . . . . .          (2,448,601)   (9,094,455)
  Other, net                                                                            --      (316,958)
                                                                        -------------------  ------------
Net Cash Used in Financing Activities. . . . . . . . . . . . . . . . .          (2,448,601)   (5,561,413)
                                                                        -------------------  ------------

Net Decrease in Cash and Cash Equivalents. . . . . . . . . . . . . . .          (2,642,853)   (2,905,351)

Cash and Cash Equivalents, Beginning of Period                                  10,675,429    20,858,780 
                                                                        -------------------  ------------

Cash and Cash Equivalents, End of Period                                $        8,032,576   $17,953,429 
                                                                        ===================  ============

Supplemental Cash Flow Information
Cash Paid During the Period for:
  Interest (net of amount capitalized)                                  $       15,837,301   $15,688,211 
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                       3,957,815       342,293 
  Property and equipment financed with long-term debt                              298,895       946,000 
<FN>

                               See notes to condensed financial statements.
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                                       4

<PAGE>
                       CASINO MAGIC OF LOUISIANA, CORP.
                    NOTES TO CONDENSED FINANCIAL STATEMENTS
   (Information with respect to the Three and Nine Months Ended  September 30,
                          1998 and 1997 is Unaudited)
1.        Summary of significant accounting policies, risks and uncertainties:
Organization  and  basis  of  presentation:
     On  May  13, 1996 ("Inception"), Jefferson Casino Corporation ("Jefferson
Corp."), a Louisiana corporation and a wholly owned subsidiary of Casino Magic
Corp.  ("Casino  Magic"),  acquired  all  of  the outstanding capital stock of
Crescent  City  Capital  Development  Corporation,  a  Louisiana  corporation.
Immediately  following  the  acquisition,  the  name  of Crescent City Capital
Development  Corporation  ("Crescent  City")  was  changed  to Casino Magic of
Louisiana,  Corp.  ("Louisiana  Corp."  or  the  "Company").  The  financial
statements  reflect  only  the  accounts of Louisiana Corp., since the Company
conducts  no  other  operations  or business activities.  Louisiana Corp., has
developed a new dockside riverboat casino and entertainment complex in Bossier
City,  Louisiana  ("Casino  Magic-Bossier  City").   Casino Magic-Bossier City
opened on October 4, 1996, using a temporary facility and opened the permanent
facility  on  December  31,  1996.
     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  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 financial statements be read in conjunction
with  the  consolidated financial statements and the notes thereto included in
the Company's Form 10-K for the year ended December 31, 1997 and Form 10-Q for
June  30,  1998.
     Certain  reclassifications have been made to 1997 amounts to conform with
the  September  30,  1998  presentation.
2.      Disclosure of contingent interest paid and accrued and management fees
accrual:
     No  contingent  interest  or  management fees were paid in the first nine
months  of 1998 or 1997.  Contingent interest and management fees were accrued
in  the  first  nine  months of 1998 in the amount of $972,889 and $1,945,779,
respectively.    Contingent  interest  and management fees were accrued in the
first  nine  months  of  1997  in  the  amount  of  approximately $400,736 and
$801,471,  respectively.    No  contingent  interest  or  management fees were
payable  during  the  nine months ended September 30, 1998 or 1997 because the
Company's Adjusted Fixed Charge Coverage Ratio (as defined) did not exceed 1.5
to  1.0.
3.          New  Accounting  Pronouncements
(a)          Accounting  for  Start-Up  Costs:
     During  April  1998,  the Accounting Standards Executive Committee of the
AICPA  issued  Statement  of Position 98-5 ("SOP"), "Reporting on the Costs of
Start-Up  Activities."    The  SOP  requires  costs of start-up activities and
organization  costs  to  be  expensed  as  incurred.  The SOP is effective for
financial  statements for fiscal years beginning after December 15, 1998.  The
company  has  adopted the SOP.  However, the costs that have been expensed are
immaterial.
 (b)          Accounting  for  Derivative  Instruments and Hedging Activities:
     In  June  1998, the Financial Accounting Standards Board issued Statement
of  Financial  Accounting  Standards  No.  133,  Accounting  for  Derivative
Instruments  and Hedging Activities.  The Statement establishes accounting and
reporting  standards  requiring  that  every  derivative instrument (including
certain derivative instruments embedded in other contracts) be recorded in the
balance sheet as either an asset or liability measured at its fair value.  The
Statement  requires  that changes in the derivative's fair value be recognized
currently  in  earnings  unless  specific  hedge  accounting criteria are met.
Special  accounting  for  qualifying  hedges  allows  a derivative's gains and
losses  to  offset related results on the hedged item in the income statement,
and  requires that a company must formally document, designate, and assess the
effectiveness  of  transactions  that  receive  hedge  accounting.
     Statement  133  is  effective  for  fiscal years beginning after June 15,
1999.    A company may also implement the Statement as of the beginning of any
fiscal  quarter  after  issuance  (that is, fiscal quarters beginning June 16,
1998  and  thereafter).    Statement  133  cannot  be  applied  retroactively.
Statement  133  must  be applied to (a) derivative instruments and (b) certain
derivative  instruments  embedded  in  hybrid  contracts  that  were  issued,
acquired,  or  substantively  modified  after  December  31, 1997 (and, at the
company's  election,  before  January  1,  1998).
     We  believe  the  impact  of  adopting  Statement  133  on  the financial
statements  will  be  immaterial.
                                       5

<PAGE>
                       CASINO MAGIC OF LOUISIANA, CORP.
              NOTES TO CONDENSED FINANCIAL STATEMENTS (CONTINUED)
   (Information with respect to the Three and Nine Months Ended  September 30,
                          1998 and 1997 is Unaudited)

4.          Other  Commitments  and  Contingencies
Terminated  Legal  Proceedings
     In  July  1997,  the  Company  entered  into  an  agreement to sell Carlo
Corporation  ("Carlo")  the Crescent City Riverboat acquired by the Company in
connection  with its establishment of Casino Magic-Bossier City.  A deposit of
$1,000,000 was paid by Carlo under the agreement and was subject to forfeiture
as  liquidated  damages  if  the purchase of the vessel was not completed.  On
August  29,  1997, Carlo commenced litigation in the Circuit Court of Harrison
County, Mississippi and subsequently transferred to the United States District
Court for the Southern District of Mississippi ("Court") seeking return of the
deposit  and  punitive damages.  On September 8, 1998, the Court awarded Carlo
return  of  the $1,000,000 deposit.  The Court did not award punitive damages.
The  deposit  of  $1,000,000 was paid by Casino Magic-Bossier City to Carlo in
November  1998.    There  was  no  impact  on  the  accompanying  statement of
operations  as  a  result  of  the  resolution  of  these  legal  proceedings.

5.          Subsequent  Events
     On  February 19, 1998, Casino Magic entered into an Agreement and Plan of
Merger  (the  "Merger Agreement") with Hollywood Park, Inc. ("Hollywood"), and
Acquisition  II, Inc. ("HP") a wholly-owned subsidary of Hollywood.  Under the
Merger  Agreement,  Casino  Magic  merged  (the  "Merger")  with HP, effective
October  15,  1998.    Casino  Magic  is  the  surviving  entity  and is now a
wholly-owned  subsidiary  of  Hollywood.    In connection with the Merger, the
shareholders  of  Casino Magic received $2.27 for each share of Casino Magic's
stock  held.
     The  Merger  received  approval of the Mississippi Gaming Commission, the
Nevada  Gaming  Commission,  and  the  Louisiana  Gaming  Control  Board.



















                                       6

<PAGE>
                       CASINO MAGIC OF LOUISIANA, CORP.
   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 FINANCIAL STATEMENTS" contain
forward  looking  statements that involve a number of risks and uncertainties.
These  proposed developments and operations include: (i) 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;    (ii)  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.  The
Company's  ability  to  meet  its  debt  obligations may be dependent upon the
successful  completion  of a hotel at Casino Magic-Bossier City, 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.  Those factors include prevailing economic and competitive
conditions,  regulatory  compliance, 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:
For  the  three  months  ended September 30, 1998 compared to the three months
ended  September  30,  1997:
     Gaming  revenues  at Casino Magic-Bossier City increased to $28.3 million
in the third quarter of 1998 compared to $22.8 million in the third quarter of
1997, an increase of $5.5 million or 24.1% (the Shreveport-Bossier City market
increased  16.0%  over  the  same period). The increase was a result of Casino
Magic's  greater maturity in the Shreveport-Bossier City market, the upgrading
of  product  mix  in  slot  machines,  and  more effective marketing programs.
     Total  costs  and  expenses  during  the third quarter of 1998 were $25.1
million compared to $20.0 million in the third quarter of 1997, an increase of
$5.1  million  or 25.4%.  Casino expenses, which were volume driven, increased
$1.7  million  in  the  1998  period  over  the comparable prior quarter while
advertising  and  marketing  expenses increased $1.2 million or 50.8% over the
comparable  prior  quarter.    The  Company  spent  more  in  marketing costs,
specifically  bus  programs  and  entertainment,  in the current quarter in an
attempt  to  offset  the  effects of facilities disruption from remodeling the
pavilion  and  food  areas  and  hotel construction.  Other administrative and
operating  expenses  increased  $1.7  million  over  the comparative quarters.
     Casino  Magic-Bossier City earned an operating profit of $4.0 million for
the  third  quarter of 1998 compared to an operating profit of $3.8 million in
the  third quarter of 1997, an improvement of $0.2 million or 6.7%.  Operating
margins  (including depreciation)  decreased from 15.8% to 13.8%, primarily as
a  result  of  increased  marketing  expenses,  but  was  more  than offset by
increased  revenues.
     Other  (income)  and  expenses increased $3.4 million over the comparable
prior  quarter.   The increase is principally a result of increased management
fees and contingent interest which are a function of operating profit although
such  amounts  were  accrued  rather  than  paid  as a result of the Company's
Adjusted  Fixed Charge Coverage Ratio.  See "Liquidity and Capital Resources."
Also  included in Other (income) and expenses was $1.9 million loss on sale of
assets  due  to impairment in value in the third quarter of 1998 compared to a
$1.4  million  gain  on  the  sale  of  assets  for  the  same period in 1997.
     There  was  no  income tax benefit for the third quarter of 1998 or 1997.
The  Company  is  included  in  a  consolidated group subject to a tax-sharing
agreement  between  itself,  all  affiliated  companies and its parent, Casino
Magic  Corp.  The difference between the 0% rate and the statutory rate of 35%
is  due  to  the tax valuation allowance against the tax benefit recorded as a
result  of  the  tax  sharing  agreement.
     Casino  Magic-Bossier  City  incurred  a  net loss of $3.2 million in the
third  quarter  of  1998  compared  with a net loss of $0.6 million during the
third  quarter  of  1997,  or  a  loss  per  share  of  $3,156.14  and $55.35,
respectively.



                                       7

<PAGE>
                       CASINO MAGIC OF LOUISIANA, CORP.
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
                            OPERATIONS-(CONTINUED)
Results  of  Operations  (continued):
For  the  nine  months  ended  September 30, 1998 compared to the nine  months
ended  September  30,  1997:
     Gaming  revenues  at Casino Magic-Bossier City increased to $81.4 million
for  the first nine months of 1998 compared to $65.6 million in the first nine
months  of 1997, an increase of $15.8 million or 24.1% (the Shreveport-Bossier
City  market increased 14.5% over the same period).  The increase was a result
of Casino Magic-Bossier City's greater maturity in the Shreveport-Bossier City
market,  the upgrading of slot machines and more effective marketing programs.
     Total  costs and expenses during the first nine months of 1998 were $70.0
million  compared  to  $66.5  in the first nine months of 1997, an increase of
$3.6  million  or  5.3%.    Casino expenses, which were largely volume driven,
increased  $4.9  million  or 14.0% in the first nine months of 1998 versus the
first  nine  months  of  1997.    Other  administrative and operating expenses
increased  $0.4  million  in the 1998 period from the comparable prior period.
The first nine months of 1998 benefited from a more conservative and effective
market  strategy implemented in the third quarter of 1997.  The principal area
of  savings in the 1998 period was in advertising and marketing expenses which
were  reduced  by  $1.8  million  or  15.0%  from the comparable prior period,
although  such  amounts increased in the third quarter of 1998 in an effort to
offset  the  disruptive  affect  of  construction  at  the  facility.
     Casino Magic-Bossier City earned an operating profit of $13.8 million for
the  first  nine  months of 1998 versus an operating profit of $2.0 million in
the  first nine months of 1997, an improvement of $11.8 million or 596.6%. Net
revenues grew by 22.5% while expenses grew by only 5.3%.  The Company believes
these  improvements  are  a  result  of  general market growth, more efficient
marketing  programs,  and  more  efficient  operations.
     Other  (income) and expenses were $17.6 million for the first nine months
of  1998 and $11.5 million for the first nine months of 1997.  The increase in
net  expenses  is principally due to an increase of $1.9 million in management
fees  during  the first nine months of 1998 compared to a very minimal expense
for  the  first nine months of 1997, although such amounts were accrued rather
than  paid  as a result of the Company's Adjusted Fixed Charge Coverage Ratio.
See  "Liquidity  and Capital Resources".  Also contributing to the increase in
net  expense  is $0.9 million in shared expenses related to the merger between
Casino  Magic  and  Hollywood  Park, Inc.  There were no expenses in the first
nine  months  of  1997  relating  to  merger  costs.
     There  was  no  income tax benefit for the first nine months of 1998, but
there  was  an income tax benefit of $0.5 million reflecting a 5% tax rate for
the  first  nine  months  of  1997.  The Company is included in a consolidated
group  subject  to  a  tax-sharing  agreement  between  itself, all affiliated
companies  and its ultimate parent, Casino Magic Corp.  The difference between
the  0%  rate in 1998 and the 5% rate in 1997 and the statutory rate of 35% is
due  to  the  tax  valuation  allowance  against the tax benefit recorded as a
result  of  the  tax  sharing  agreement.
     Casino  Magic-Bossier  City  incurred  a  net loss of $3.8 million in the
first  nine months of 1998 compared with a net loss of $9.1 million during the
first  nine  months  of  1997, or a loss per share of $3,755.05 and a loss per
share  of  $9,100.45,  respectively.
Liquidity  and  Capital  Resources:
     At  September 30, 1998, the Company had unrestricted cash of $8.0 million
compared  to  unrestricted  cash  of  $10.7 million at December 31, 1997.  The
Company had $1.6 million and $10.6 million in restricted marketable securities
at  September 30, 1998 and December 31, 1997, respectively.  Proceeds from the
sale  of  restricted  marketable  securities  have  been used to construct the
188-room  hotel  which  is  scheduled  to  open  in  December  1998.
     For  the  nine  months  ended  September  30,  1998,  the  Company's  net
expenditures of cash for operating activities amounted to $1.6 million and the
Company  made  principal  payments  on  long  term  debt of $2.4 million.  The
Company  spent $10.8 million for acquisitions of property, equipment and other
long-term  assets.  Of  this amount, $9.8 million was paid with respect to the
hotel,  restaurants  and  related  amenities  currently  under  construction.
     No  contingent  interest  or  management fees were paid in the first nine
months  of 1998 or 1997.  Contingent interest and management fees were accrued
in  the  first  nine  months of 1998 in the amount of $972,889 and $1,945,779,
respectively.    Contingent  interest  and management fees were accrued in the
first  nine  months  of  1997  in  the  amount  of  $400,736  and  $801,471,
respectively.    No contingent interest or management fees were payable during
the  nine  months  ended  September  30,  1998  or  1997 because the Company's
Adjusted  Fixed  Charge Coverage Ratio (as defined) did not exceed 1.5 to 1.0.
                                       8

<PAGE>
                       CASINO MAGIC OF LOUISIANA, CORP.
   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
                            OPERATIONS-(CONTINUED)

Liquidity  and  Capital  Resources  (continued):
     The  Company  commenced  expansion  of  the  land  based  pavilion  and
construction of a 188-room hotel and related amenities, including restaurants,
banquet  space and swimming pool in March 1998.  The construction of the hotel
is  to  be  funded  primarily  by  the remaining proceeds from the sale of the
Crescent  City  Queen, current cash on hand, the future operating cash flow of
Casino Magic-Bossier City, and financing for furniture, fixtures and equipment
for  which the Company has received a financing commitment.  No assurances can
be  given  that  such  sources  will  be  sufficient to complete the hotel and
related  facilities.  If the anticipated sources of funding are not sufficient
to  complete  the  facilities,  the  timeline  for  completion  may have to be
extended, other sources of funding would need to be found, or other strategies
and  contingency  plans  would  need  to  be  employed  by  the  Company.
     Jefferson Corp. and Louisiana Corp. have certain restrictions relative to
additional  borrowings  and  cash  flow  under  the  terms  of  the  Indenture
associated  with  the  Louisiana  First  Mortgage  Notes.
     The  Company  will have a significant need for cash in 1999 and beyond in
order to continue its planned development.  The Company believes that cash and
restricted  marketable  securities  at  September  30,  1998,  cash flows from
operations,  financing for the furniture, fixtures and equipment of the hotel,
and  other  sources will be sufficient to service its operating needs and debt
service through, at least, the next twelve months, including the completion of
the Casino Magic-Bossier City hotel.  Although there can be no assurances that
these  sources  of  financing  will  prove  adequate  to complete all of these
planned  investments  at  Casino  Magic-Bossier  City.

Year  2000:

     The  Year  2000  (Y2K)  issue is the result of computerized systems being
written to store and process the year portion of dates using two digits rather
than  four.    Date-aware  systems (i.e. any system or component that performs
calculations,  comparisions,  sequencing, or other operations involving dates)
may  fail  or  produce erroneous results on or before January 1, 2000, because
the  year  2000  will  be  interpreted  as  the  year  1900.

     The  Company  is  currently  working  to  fully determine and resolve the
potential  impact  of  the  Year  2000  on  the  processing  of date-sensitive
information  by its computerized information systems and components.  Based on
the  Company's  current assessment, the costs of addressing potential problems
are  not  currently  expected  to  have  a  materially  adverse  impact on the
Company's financial position, results of operations or cash flows in any given
year.

     While  the  Company  fully anticipates achieving the Year 2000 compliance
well  in  advance of January 1, 2000, there are certain risks which exist with
respect  to  the Company's business and the Year 2000.  Those risks range from
slight  delays  and  inefficiencies  in  processing  data  and  carrying  out
accounting  and financial functions to, in a most reasonable likely worst case
scenario,  extensive  and  costly  inability  to  process  data, provide vital
accounting  functions and communicate with customers and suppliers.  Until the
Company  substantially  completes  its  Year  2000 program, it is uncertain if
there  will  be  any  material  effect on the Company's results of operations,
liquidity  or financial condition.  As of the date of this filing, the Company
has  not  finalized  a contingency plan to address the failure to be Year 2000
compliant.









                                       9

<PAGE>
                          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
     (a)          Exhibits
     27.          Financial  Data  Schedule  (filed  electronically  only)
     (b)          Reports  on  Form  8-K:
     None.
























                                      10

<PAGE>
SIGNATURES

The  Issuer  has  duly  caused  this  report to be signed on its behalf by the
undersigned  thereunto  duly  authorized.

CASINO  MAGIC  OF  LOUISIANA,  CORP.

Date:    January  29,  1999                 __________________________________
                                            ----------------------------------
          Marlin  F.  Torguson,  Principal  Acting  Financial  Officer



















































                                      11

<PAGE>
                       CASINO MAGIC OF LOUISIANA, CORP.

Quarterly  Report  on  Form  10-Q  for  the  Period  Ended  September 30, 1998
INDEX  TO  EXHIBITS
-------------------
Exhibit
Number          Page
------          ----
27.          Financial  Data  Schedule  (filed  electronically  only).


















































                                      12