FORM 10-Q/A

                          SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C. 20549

(Mark One)

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

	AMENDMENT #1
For the quarterly period ended September 30, 1997

OR

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

For the transition period from	N/A to	N/A
Commission file number 0-12984

                            ADVANCED TOBACCO PRODUCTS, INC.
                (Exact name of registrant as specified in its charter)

	TEXAS								74-2285214
(State or other jurisdiction				(I.R.S. Employer
of incorporation or organization)			Identification No.)

                16607 Blanco Road, Suite 1504, San Antonio, Texas 78232
                  (Address of principal executive offices) (Zip Code)

                                    (210) 408-7077
                 (Registrant's telephone number, including area code)

                                          N/A
            (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 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

                   APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                     PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

	Indicate by check mark whether the registrant has filed all documents and
 reports required to be filed by Sections 12, 13 or 15(d) of the Securities
 Exchange Act of 1934 subsequent to the distribution of securities under a
 plan confirmed by a court.

Yes	No	N/A

                         APPLICABLE ONLY TO CORPORATE ISSUERS:

	Indicate the number of shares outstanding of each of the issuer's classes of
 common stock, as of the latest practicable date:

                           8,092,136 as of October 31, 1997


PART II - OTHER INFORMATION 

Item 1:	Legal Proceedings. 

		None 

Item 2:	Changes in Securities and Use of Proceeds.

		None 

Item 3:	Defaults Upon Senior Securities.

		None 

Item 4:	Submission of Matters to a Vote of Security Holders. 

		None 

Item 5:	Other Information.

		This Form 10-Q/A is being filed to reflect the information contained in
 Part II - OTHER INFORMATION, which was inadvertently left off of the
 Registrant's Form 10-Q for the quarterly period ended September 30, 1997.

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

		None 


	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.

					ADVANCED TOBACCO PRODUCTS, INC.
						(Registrant)

Dated:  December 9, 1997
					By: /s/ J. W. Linehan          
						J. W. Linehan, Chief
						Executive Officer and
						Chief Accounting Officer
ABB0F602