UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549
       ---------------------------------------------------------------
                                   FORM S-8

                         REGISTRATION STATEMENT UNDER
                          THE SECURITIES ACT OF 1933
      -----------------------------------------------------------------
                        CLUB CORPORATION INTERNATIONAL
            (Exact name of Registrant as specified in its charter)

               NEVADA                       75-1311242
     (State or other jurisdiction of     (I.R.S. Employer
     incorporation or organization)     Identification No.)

            3030 LBJ FREEWAY, DALLAS, TEXAS 75234, (214) 243-6191
        (Address, including zip code, and telephone number, including
           area code, of Registrant's principal executive offices)

                   CLUBCORP COMPREHENSIVE COMPENSATION PLAN
                             (Full title of Plan)

                                 JOHN H. GRAY
                         EXECUTIVE VICE PRESIDENT AND
                         CHIEF ADMINISTRATIVE OFFICER
                         3030 LBJ FREEWAY, SUITE 700
                             DALLAS, TEXAS 75234
                                (214) 243-6191

          (Name, address, including zip code, and telephone number,
                  including area code, of agent for service)
    ----------------------------------------------------------------------
                       CALCULATION OF REGISTRATION FEE
<TABLE>

<CAPTION>

<S>                      <C>                    <C>                      <C>                      <C>

- ---------------------    ---------------------  ---------------------    ---------------------    ---------------------
Titles of Each                                  Proposed                 Proposed
Class of Securities      Amount to be           Maximum Offering         Maximum Aggregate        Amount of
to be Registered         Registered             Price Per Unit           Offering Price (1)       Registration Fee
- ---------------------    ---------------------  ---------------------    ---------------------    ---------------------
Common Stock,
 .01 par value               1,500,000 shares    $1.15 (1)                $1,725,000               $595
- ---------------------    ---------------------  ---------------------    ---------------------    ---------------------
</TABLE>

(1)    Estimated solely for the purpose of calculating the registration fee in
accordance  with  Rule  457(h)(1)  of  the Securities Act of 1933, as amended,
based  on  book  value  of  the  Common Stock as of March 31, 1996, the latest
practicable date prior to the date of filing this Registration Statement.


<PAGE>
                                    PART I

             INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS

ITEM 1.PLAN INFORMATION.

     Not required to be filed with this Registration Statement.

ITEM 2.REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION.

     Not required to be filed with this Registration Statement.

                                   PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.INCORPORATION OF DOCUMENTS BY REFERENCE.

     The following documents filed with the Securities and Exchange Commission
(the  "Commission")  are  incorporated  by  reference  in  this  Registration
Statement,  except  to the extent that any statement or information therein is
modified  or  superseded  by a statement or information contained in any other
subsequently filed document incorporated herein by reference. Any statement so
modified  will  not be deemed a part of this Registration Statement, except as
so  modified,  and any statement so superseded will not be deemed part of this
Registration Statement:

     (a)    The  Registrant's latest Annual Report as of December 31, 1995 and
1994  and  for  each  of the years in the three-year period ended December 31,
1995, filed pursuant to Sections 13(a) or 15(d) of the Securities Exchange Act
of  1934,  as  amended  (the "Exchange Act"), which contains audited financial
statements for the Registrant's latest fiscal year.

     (b)  All other reports filed by the Registrant pursuant to Sections 13(a)
or  15(d) of the Exchange Act since the end of the year covered by the audited
financial statements contained in the Annual Report referred to in (a) above.

     All  documents  subsequently filed by the Registrant pursuant to Sections
13(a),  13(c),  14  and  15(d)  of  the Exchange Act, prior to the filing of a
post-effective  amendment  to this Registration Statement which indicates that
all  of the securities have been sold or which deregisters all securities then
remaining  unsold,  shall  be  deemed  to be incorporated by reference in this
Registration Statement and to be a part hereof from the date of filing of such
documents.

ITEM 4.     DESCRIPTION OF SECURITIES.

     Registrant's  authorized  capital stock consists of 100,000,000 shares of
Common  Stock,  par  value  $.01  per  share. As of March 31, 1996, there were
85,667,032  shares  of  Common  Stock  outstanding  and  approximately  280
stockholders  of  record.  Holders  of  Common  Stock  are entitled to receive
dividends  when,  as  and  if  declared  by  the Board of Directors from funds
legally  available  therefor.  Each  share of Common Stock entitles the holder
thereof  to  one  vote. Cumulative voting for the election of directors is not
permitted, which means that the holders of a majority of shares voting for the
election  of directors can elect all members of the Board of Directors. Except
as otherwise required by applicable law, a majority vote is sufficient for any
action  that  requires  the  vote  or  concurrence of stockholders. Holders of
Common  Stock  do  not have any subscription, redemption or conversion rights.
However,  the  trustees of the ClubCorp Stock Investment Plan ("SIP") have the
right  to  require the Registrant to purchase the Common Stock held by the SIP
at  the  current  appraised value as necessary to meet the requirements of the
Employment  Retirement  Income  Security  Act and the SIP. Common Stock issued
hereunder  is  not  subject  to  statutory  or  other  preemptive rights. Upon
liquidation  of  Registrant, the holders of Common Stock are entitled to share
ratably  in  the  net  assets  of  Registrant  remaining  after  payment  of
liabilities.  All shares of Common Stock issued and outstanding are fully paid
and  non-assessable. Registrant  has never paid dividends on the Common Stock,
and no such dividends should be expected in the foreseeable future. Registrant
expects to continue its policy of retaining earnings for use in its business.

ITEM 5.     INTEREST OF NAMED EXPERTS AND COUNSEL.

     Not applicable.

ITEM 6.     INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     Registrant and many of its subsidiaries have adopted charter and/or bylaw
provisions  that require such corporations to indemnify, to the maximum extent
permissible under applicable law, each of their directors, officers, employees
and  agents  against  any  liability that they may incur in connection with or
resulting  from  any threatened, pending or completed legal proceeding inquiry
or  investigation  by  reason  of  the  fact  that any such person is or was a
director,  officer,  employee  or  agent  of  the  corporation. Registrant has
authority  under Section 78.751 of Nevada General Corporation Law (the "NGCL")
to  indemnify  its  directors,  officers,  employees  and agents to the extent
provided  in  such  statute.  The  Articles  of  Incorporation, as amended, of
Registrant  (the  "Articles"),  provide for indemnification of such persons to
the  full  extent  permitted by the NGCL. The Articles also limit or eliminate
the  liabilities  of directors and officers to Registrant and its stockholders
in certain circumstances.

     As permitted by the NGCL, Registrant maintains an executive liability and
indemnification  insurance  policy with a limit of liability of $5 million per
policy  period. The insurance policy generally covers the wrongful acts of the
directors  and officers of Registrant and its subsidiaries (excluding Franklin
and  First Federal Financial Corporation). The policy coverage is subject to a
number  of  exclusions,  which  include:    (1) violations of federal or state
securities  laws;  (2)  violations  of  federal  or  state antitrust laws; (3)
violations  of  federal  or  state  environmental  laws; (4) violations of the
Employee  Retirement  Income  Security  Act  of 1974, as amended; (5) libel or
slander;  and  (6)  stockholder  derivative actions. Registrant purchases such
insurance  policy  on an annual basis, with the current policy period expiring
on October 19, 1997.

ITEM 7.     EXEMPTION FOR REGISTRATION CLAIMED.

     Not applicable.

ITEM 8.     EXHIBITS.

     The  Exhibits  to  this Registration Statement are listed in the Index to
Exhibits of this Registration Statement, which Index is incorporated herein by
reference.

ITEM 9.     UNDERTAKINGS.

     The undersigned Registrant hereby undertakes:

     (1)   To file, during any period in which offers or sales are being made,
a post-effective amendment to this Registration Statement:

     (i)    To  include  any  prospectus  required  by Section 10(a)(3) of the
Securities Act of 1933, as amended (the "Act");

     (ii)   To reflect in the prospectus any facts or events arising after the
effective  date  of  the  Registration  Statement  (or  the  most  recent
post-effective  amendment  thereof)  which,  individually or in the aggregate,
represent  a  fundamental  change  in  the  information  set  forth  in  the
Registration Statement;

     (iii)    To  include any material information with respect to the plan of
distribution  not  previously  disclosed  in the Registration Statement or any
material  change  to such information in the Registration Statement; provided,
however,  that  paragraphs  (1)(i)  and  (1)(ii)  above  do  not  apply if the
information  required  to  be  included in a post-effective amendment by those
paragraphs  is  contained in periodic reports filed by the Registrant pursuant
to Section 13(a) or Section 15(d) of the Exchange Act that are incorporated by
reference in the Registration Statement.

     (2)    That,  for the purpose of determining any liability under the Act,
each  such  post-effective  amendment shall be deemed to be a new registration
statement relating to the securities offered therein, and the offering of such
securities  at  that time shall be deemed to be the initial bona fide offering
thereof.

     (3)    To remove from registration by means of a post-effective amendment
any  of the securities being registered which remain unsold at the termination
of the offering.

     The  undersigned  Registrant  hereby  undertakes  that  for  purposes  of
determining  any  liability  under  the  Act,  each filing of the Registrant's
annual  report  pursuant  to  Section 13(a) or 15(d) of the Exchange Act (and,
where  applicable,  each  filing  of  an employee benefit plan's annual report
pursuant  to  Section  15(d)  of  the  Exchange  Act)  that is incorporated by
reference  in  the  Registration  Statement  shall  be  deemed  to  be  a  new
registration  statement  relating  to  the securities offered therein, and the
offering  of  such  securities  at that time shall be deemed to be the initial
bona fide offering thereof.

     Insofar  as  indemnification for liabilities arising under the Act may be
permitted  to  directors,  officers  and controlling persons of the Registrant
pursuant  to  the provisions described in Item 6, or otherwise, the Registrant
has been advised that in the opinion of the Commission such indemnification is
against  public  policy  as  expressed  in  the  Act  and  is,  therefore,
unenforceable.  In  the  event  that  a claim for indemnification against such
liabilities  (other than the payment by the Registrant of expenses incurred or
paid  by  a  director,  officer or controlling person of the Registrant in the
successful  defense  of  any  action,  suit or proceeding) is asserted by such
director,  officer  or  controlling  person  in connection with the securities
being  registered,  the  Registrant will, unless in the opinion of its counsel
the  matter  has  been  settled by controlling precedent, submit to a court of
appropriate  jurisdiction  the  question whether such indemnification by it is
against  public  policy  as  expressed  in the Act and will be governed by the
final adjudication of such issue.




<PAGE>
Signatures


Pursuant  to  the  requirements of the Securities Act of 1933, the persons who
administer  the ClubCorp Comprehensive Compensation Plan have duly caused this
registration  statement  to  be  signed  on  its  behalf  by  the undersigned,
thereunto  duly authorized,in the City of Dallas, State of Texas, on this 12th
day of July, 1996.

CLUBCORP COMPREHENSIVE COMPENSATION PLAN


CLUB CORPORATION INTERNATIONAL
Plan Administrator


By:    /s/ John H. Gray
Name:  John H. Gray
Title: Chief Administrative Officer
         and Executive Vice President

<PAGE>
<TABLE>

<CAPTION>

INDEX TO EXHIBITS

<S>                <C>

Exhibit
Number             Exhibit
- -----------------  ---------------------------------------------
4.1                Articles of Incorporation, as amended, of
                   Club Corporation International (Filed as
                   Exhibit 3.1 to the Registrant's Registration
                   Statement on Form S-1 Registration
                   No. 33-83496)
4.2                Bylaws, as amended, of Club Corporation
                   International (Filed as Exhibit 3.2 to the
                   Registration Statement on Form S-1
                   Registration No. 33-83496)
4.3                ClubCorp Comprehensive Compensation Plan
5.1                Opinion of Hughes & Luce, L.L.P.
15.1               Letter from KPMG Peat Marwick LLP
                   regarding unaudited interim financial
                   statements
23.1               Consent of Hughes & Luce, L.L.P.
                   (contained in Exhibit 5.1)
23.2               Consent of KPMG Peat Marwick LLP
23.3               Consent of KPMG Peat Marwick LLP
24.1               Powers of Attorney
</TABLE>
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 14502}]
{"company-data": {"conformed-name": "CLUB CORP INTERNATIONAL", "cik": "0000929455", "assigned-sic": "7997", "irs-number": "751311242", "state-of-incorporation": "NV", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-08041", "film-number": "96594103"}, "business-address": {"street1": "3030 LBJ FREEWAY", "street2": "STE 500", "city": "DALLAS", "state": "TX", "zip": "75234", "phone": "2142436191"}, "mail-address": {"street1": "3030 LBJ FREEWAY", "street2": "SUITE 500", "city": "DALLAS", "state": "TX", "zip": "75234"}}
UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549
       ---------------------------------------------------------------
                                   FORM S-8

                         REGISTRATION STATEMENT UNDER
                          THE SECURITIES ACT OF 1933
      -----------------------------------------------------------------
                        CLUB CORPORATION INTERNATIONAL
            (Exact name of Registrant as specified in its charter)

               NEVADA                       75-1311242
     (State or other jurisdiction of     (I.R.S. Employer
     incorporation or organization)     Identification No.)

            3030 LBJ FREEWAY, DALLAS, TEXAS 75234, (214) 243-6191
        (Address, including zip code, and telephone number, including
           area code, of Registrant's principal executive offices)

                   CLUBCORP COMPREHENSIVE COMPENSATION PLAN
                             (Full title of Plan)

                                 JOHN H. GRAY
                         EXECUTIVE VICE PRESIDENT AND
                         CHIEF ADMINISTRATIVE OFFICER
                         3030 LBJ FREEWAY, SUITE 700
                             DALLAS, TEXAS 75234
                                (214) 243-6191

          (Name, address, including zip code, and telephone number,
                  including area code, of agent for service)
    ----------------------------------------------------------------------
                       CALCULATION OF REGISTRATION FEE
- ---------------------    ---------------------  ---------------------    ---------------------    ---------------------
Titles of Each                                  Proposed                 Proposed
Class of Securities      Amount to be           Maximum Offering         Maximum Aggregate        Amount of
to be Registered         Registered             Price Per Unit           Offering Price (1)       Registration Fee
- ---------------------    ---------------------  ---------------------    ---------------------    ---------------------
Common Stock,
 .01 par value               1,500,000 shares    $1.15 (1)                $1,725,000               $595
- ---------------------    ---------------------  ---------------------    ---------------------    ---------------------
(1)    Estimated solely for the purpose of calculating the registration fee in
accordance  with  Rule  457(h)(1)  of  the Securities Act of 1933, as amended,
based  on  book  value  of  the  Common Stock as of March 31, 1996, the latest
practicable date prior to the date of filing this Registration Statement.
PART I

             INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS

ITEM 1.PLAN INFORMATION.

     Not required to be filed with this Registration Statement.

ITEM 2.REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION.

     Not required to be filed with this Registration Statement.

                                   PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.INCORPORATION OF DOCUMENTS BY REFERENCE.

     The following documents filed with the Securities and Exchange Commission
(the  "Commission")  are  incorporated  by  reference  in  this  Registration
Statement,  except  to the extent that any statement or information therein is
modified  or  superseded  by a statement or information contained in any other
subsequently filed document incorporated herein by reference. Any statement so
modified  will  not be deemed a part of this Registration Statement, except as
so  modified,  and any statement so superseded will not be deemed part of this
Registration Statement:

     (a)    The  Registrant's latest Annual Report as of December 31, 1995 and
1994  and  for  each  of the years in the three-year period ended December 31,
1995, filed pursuant to Sections 13(a) or 15(d) of the Securities Exchange Act
of  1934,  as  amended  (the "Exchange Act"), which contains audited financial
statements for the Registrant's latest fiscal year.

     (b)  All other reports filed by the Registrant pursuant to Sections 13(a)
or  15(d) of the Exchange Act since the end of the year covered by the audited
financial statements contained in the Annual Report referred to in (a) above.

     All  documents  subsequently filed by the Registrant pursuant to Sections
13(a),  13(c),  14  and  15(d)  of  the Exchange Act, prior to the filing of a
post-effective  amendment  to this Registration Statement which indicates that
all  of the securities have been sold or which deregisters all securities then
remaining  unsold,  shall  be  deemed  to be incorporated by reference in this
Registration Statement and to be a part hereof from the date of filing of such
documents.

ITEM 4.     DESCRIPTION OF SECURITIES.

     Registrant's  authorized  capital stock consists of 100,000,000 shares of
Common  Stock,  par  value  $.01  per  share. As of March 31, 1996, there were
85,667,032  shares  of  Common  Stock  outstanding  and  approximately  280
stockholders  of  record.  Holders  of  Common  Stock  are entitled to receive
dividends  when,  as  and  if  declared  by  the Board of Directors from funds
legally  available  therefor.  Each  share of Common Stock entitles the holder
thereof  to  one  vote. Cumulative voting for the election of directors is not
permitted, which means that the holders of a majority of shares voting for the
election  of directors can elect all members of the Board of Directors. Except
as otherwise required by applicable law, a majority vote is sufficient for any
action  that  requires  the  vote  or  concurrence of stockholders. Holders of
Common  Stock  do  not have any subscription, redemption or conversion rights.
However,  the  trustees of the ClubCorp Stock Investment Plan ("SIP") have the
right  to  require the Registrant to purchase the Common Stock held by the SIP
at  the  current  appraised value as necessary to meet the requirements of the
Employment  Retirement  Income  Security  Act and the SIP. Common Stock issued
hereunder  is  not  subject  to  statutory  or  other  preemptive rights. Upon
liquidation  of  Registrant, the holders of Common Stock are entitled to share
ratably  in  the  net  assets  of  Registrant  remaining  after  payment  of
liabilities.  All shares of Common Stock issued and outstanding are fully paid
and  non-assessable. Registrant  has never paid dividends on the Common Stock,
and no such dividends should be expected in the foreseeable future. Registrant
expects to continue its policy of retaining earnings for use in its business.

ITEM 5.     INTEREST OF NAMED EXPERTS AND COUNSEL.

     Not applicable.

ITEM 6.     INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     Registrant and many of its subsidiaries have adopted charter and/or bylaw
provisions  that require such corporations to indemnify, to the maximum extent
permissible under applicable law, each of their directors, officers, employees
and  agents  against  any  liability that they may incur in connection with or
resulting  from  any threatened, pending or completed legal proceeding inquiry
or  investigation  by  reason  of  the  fact  that any such person is or was a
director,  officer,  employee  or  agent  of  the  corporation. Registrant has
authority  under Section 78.751 of Nevada General Corporation Law (the "NGCL")
to  indemnify  its  directors,  officers,  employees  and agents to the extent
provided  in  such  statute.  The  Articles  of  Incorporation, as amended, of
Registrant  (the  "Articles"),  provide for indemnification of such persons to
the  full  extent  permitted by the NGCL. The Articles also limit or eliminate
the  liabilities  of directors and officers to Registrant and its stockholders
in certain circumstances.

     As permitted by the NGCL, Registrant maintains an executive liability and
indemnification  insurance  policy with a limit of liability of $5 million per
policy  period. The insurance policy generally covers the wrongful acts of the
directors  and officers of Registrant and its subsidiaries (excluding Franklin
and  First Federal Financial Corporation). The policy coverage is subject to a
number  of  exclusions,  which  include:    (1) violations of federal or state
securities  laws;  (2)  violations  of  federal  or  state antitrust laws; (3)
violations  of  federal  or  state  environmental  laws; (4) violations of the
Employee  Retirement  Income  Security  Act  of 1974, as amended; (5) libel or
slander;  and  (6)  stockholder  derivative actions. Registrant purchases such
insurance  policy  on an annual basis, with the current policy period expiring
on October 19, 1997.

ITEM 7.     EXEMPTION FOR REGISTRATION CLAIMED.

     Not applicable.

ITEM 8.     EXHIBITS.

     The  Exhibits  to  this Registration Statement are listed in the Index to
Exhibits of this Registration Statement, which Index is incorporated herein by
reference.

ITEM 9.     UNDERTAKINGS.

     The undersigned Registrant hereby undertakes:

     (1)   To file, during any period in which offers or sales are being made,
a post-effective amendment to this Registration Statement:

     (i)    To  include  any  prospectus  required  by Section 10(a)(3) of the
Securities Act of 1933, as amended (the "Act");

     (ii)   To reflect in the prospectus any facts or events arising after the
effective  date  of  the  Registration  Statement  (or  the  most  recent
post-effective  amendment  thereof)  which,  individually or in the aggregate,
represent  a  fundamental  change  in  the  information  set  forth  in  the
Registration Statement;

     (iii)    To  include any material information with respect to the plan of
distribution  not  previously  disclosed  in the Registration Statement or any
material  change  to such information in the Registration Statement; provided,
however,  that  paragraphs  (1)(i)  and  (1)(ii)  above  do  not  apply if the
information  required  to  be  included in a post-effective amendment by those
paragraphs  is  contained in periodic reports filed by the Registrant pursuant
to Section 13(a) or Section 15(d) of the Exchange Act that are incorporated by
reference in the Registration Statement.

     (2)    That,  for the purpose of determining any liability under the Act,
each  such  post-effective  amendment shall be deemed to be a new registration
statement relating to the securities offered therein, and the offering of such
securities  at  that time shall be deemed to be the initial bona fide offering
thereof.

     (3)    To remove from registration by means of a post-effective amendment
any  of the securities being registered which remain unsold at the termination
of the offering.

     The  undersigned  Registrant  hereby  undertakes  that  for  purposes  of
determining  any  liability  under  the  Act,  each filing of the Registrant's
annual  report  pursuant  to  Section 13(a) or 15(d) of the Exchange Act (and,
where  applicable,  each  filing  of  an employee benefit plan's annual report
pursuant  to  Section  15(d)  of  the  Exchange  Act)  that is incorporated by
reference  in  the  Registration  Statement  shall  be  deemed  to  be  a  new
registration  statement  relating  to  the securities offered therein, and the
offering  of  such  securities  at that time shall be deemed to be the initial
bona fide offering thereof.

     Insofar  as  indemnification for liabilities arising under the Act may be
permitted  to  directors,  officers  and controlling persons of the Registrant
pursuant  to  the provisions described in Item 6, or otherwise, the Registrant
has been advised that in the opinion of the Commission such indemnification is
against  public  policy  as  expressed  in  the  Act  and  is,  therefore,
unenforceable.  In  the  event  that  a claim for indemnification against such
liabilities  (other than the payment by the Registrant of expenses incurred or
paid  by  a  director,  officer or controlling person of the Registrant in the
successful  defense  of  any  action,  suit or proceeding) is asserted by such
director,  officer  or  controlling  person  in connection with the securities
being  registered,  the  Registrant will, unless in the opinion of its counsel
the  matter  has  been  settled by controlling precedent, submit to a court of
appropriate  jurisdiction  the  question whether such indemnification by it is
against  public  policy  as  expressed  in the Act and will be governed by the
final adjudication of such issue.
Signatures

Pursuant  to  the  requirements of the Securities Act of 1933, the persons who
administer  the ClubCorp Comprehensive Compensation Plan have duly caused this
registration  statement  to  be  signed  on  its  behalf  by  the undersigned,
thereunto  duly authorized,in the City of Dallas, State of Texas, on this 12th
day of July, 1996.

CLUBCORP COMPREHENSIVE COMPENSATION PLAN

CLUB CORPORATION INTERNATIONAL
Plan Administrator

By:    /s/ John H. Gray
Name:  John H. Gray
Title: Chief Administrative Officer
         and Executive Vice President
INDEX TO EXHIBITS
Exhibit
Number             Exhibit
- -----------------  ---------------------------------------------
4.1                Articles of Incorporation, as amended, of
                   Club Corporation International (Filed as
                   Exhibit 3.1 to the Registrant's Registration
                   Statement on Form S-1 Registration
                   No. 33-83496)
4.2                Bylaws, as amended, of Club Corporation
                   International (Filed as Exhibit 3.2 to the
                   Registration Statement on Form S-1
                   Registration No. 33-83496)
4.3                ClubCorp Comprehensive Compensation Plan
5.1                Opinion of Hughes & Luce, L.L.P.
15.1               Letter from KPMG Peat Marwick LLP
                   regarding unaudited interim financial
                   statements
23.1               Consent of Hughes & Luce, L.L.P.
                   (contained in Exhibit 5.1)
23.2               Consent of KPMG Peat Marwick LLP
23.3               Consent of KPMG Peat Marwick LLP
24.1               Powers of Attorney