FORM 10-Q/A

                    SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C. 20549

                              AMENDMENT NO. 1
                                    TO
                                 FORM 10-Q

(Mark One)

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

             For the quarterly period ended September 30, 1994

                                    OR

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

              For the transition period _______ to _______.  

For Quarter Ended September 30, 1994        Commission File Number: 1-10398


                          GIANT INDUSTRIES, INC.
          (Exact name of registrant as specified in its charter)


             Delaware                     86-0642718
 (State or other jurisdiction of       (I.R.S. Employer
   incorporation or organization)     Identification No.)

          23733 North Scottsdale Road, Scottsdale, Arizona 85255
            (Address of principal executive offices) (Zip Code)

    Registrant's telephone number, including area code: (602) 585-8888


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     [ ]

Number of Common Shares outstanding at October 31, 1994: 12,075,870 shares.

                          GIANT INDUSTRIES, INC.
                                FORM 10-Q/A

                       AMENDMENT NO. 1 TO FORM 10-Q
             FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1994



     This Amendment to the Company's Form 10-Q for the quarterly
period ended September 30, 1994, is for the purpose of filing Exhibit
11 - Computation of Per Share Data and Exhibit 27 - Financial Data 
Schedule, originally filed as exhibits following Part I, Item 1, as
separate documents.

                                 SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report on Form 10-Q/A for
the quarter ended September 30, 1994 to be signed on its behalf by
the undersigned thereunto duly authorized.



                         GIANT INDUSTRIES, INC.


                       
                         /s/ A. WAYNE DAVENPORT 
                         ---------------------------------------    
       
                         A. Wayne Davenport
                         Vice President and Corporate Controller
                         (Principal Accounting Officer)

Date: December 22, 1994