UNITED STATES
                        SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, D.C. 20549
                               --------------------

                                  FORM 10-Q/A
                                AMENDMENT NO. 1

                               --------------------

                          Commission File Number: 0-3839

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                                BOOK CENTERS, INC.
              (Exact name of registrant as specified in its charter)

                                      OREGON
          (State or other jurisdiction of incorporation or organization)

                             5600 N.E. HASSALO STREET
                                 PORTLAND, OREGON
                     (Address of principal executive offices)

                                    93-0508266
                       (IRS Employer Identification Number)
 
                                      97213
                                    (Zip code)
                                  (503) 287-6657
               (Registrant's telephone number, including area code)

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

The quarterly report on Form 10-Q for the quarter ended December 31, 1995,
electronically filed with the Securities and Exchange Commission on February
13, 1996, is amended to substitute the Financial Data Schedule filed with such
report with the Financial Data Schedule filed with this amendment.

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Amendment No. 1 to Form 10-Q to be signed on
its behalf by the undersigned hereunto duly authorized.

                                        BOOK CENTERS, INC. 


Date:  March 28, 1996              By:  /s/ Daniel P. Halloran
                                        --------------------------------------
                                        Daniel P. Halloran, President, 
                                        Chairman of the Board of
                                        Directors, Chief Financial
                                        Officer, Controller, and Secretary/
                                        Treasurer (Principal Accounting
                                        Officer)

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                               INDEX TO EXHIBITS




EXHIBIT          DESCRIPTION                                             PAGE
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EX-27            Financial Data Schedule