SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20459 FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR QUARTER ENDED SEPTEMBER 30, 2000, COMMISSION FILE NUMBER 0-1957 UPTOWNER INNS, INC. (Exact Name of Registrant as Specified in its Charter) West Virginia 55-0457171 (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification Number) 1415 4th Avenue, Huntington, West Virginia		25701 (Address of Principal Executive Offices)	 (Zip Code) Registrant's Telephone Number, including area code (304) 525-8162 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 _______ ______ Indicate the number of Shares outstanding of each of the Issuer's classes of Common Stock, as of the close of the period covered by this report. Class Outstanding at September 30, 2000 ______ _______________________________ Common Stock - $.50 par value 1,583,563 shares - 1 - PART I: FINANCIAL INFORMATION ITEM 1: FINANCIAL STATEMENTS UPTOWNER INNS, INC. AND SUBSIDIARY CONSOLIDATED BALANCE SHEET AT SEPTEMBER 30, 2000 and JUNE 30, 2000 ASSETS September 30, June 30, 2000 2000 (Unaudited) (a) Current Assets: Cash $ 257,709 $ 348,064 Accounts and notes receivable 175,677 107,870 Inventories 3,253 11,966 Prepaid expenses 44,945 65,093 Total current assets 481,584 532,993 Property, Plant and Equipment: Land 1,480,612 1,480,612 Building and improvements 10,570,796 10,554,474 Furniture and equipment 2,770,106 2,729,398 Less accumulated depreciation and amortization 4,512,646 4,407,744 Property, plant and equipment - net 10,308,868 10,356,740 Other Assets: Deposits and other 165,791 169,407 Total Assets $ 10,956,243 $ 11,059,140 - 2 - UPTOWNER INNS, INC. AND SUBSIDIARY CONSOLIDATED BALANCE SHEET AT SEPTEMBER 30, 2000 and JUNE 30, 2000 LIABILITIES AND STOCKHOLDERS' EQUITY September 30, June 30, 2000 2000 (Unaudited) (a) Current Liabilities: Accounts payable $ 228,676 $ 358,242 Accrued liabilities 175,218 175,045 Taxes other than Federal income taxes 456,953 437,520 Current portion of long-term debt 1,109,220 1,109,220 Total current liabilities 1,970,067 2,080,027 Long-Term Liabilities: Notes and mortgages payable 6,779,365 6,876,470 Total liabilities 8,749,432 8,956,497 Stockholders' Equity: Common stock - par value $.50 per share; authorized 5,000,000 shares; issued 1,583,563 shares 791,782 791,782 Additional paid-in capital 1,032,290 1,032,290 Retained earnings 382,739 278,571 Total stockholders' equity 2,206,811 2,102,643 Total Liabilities and Stockholders' Equity $10,956,243 $11,059,140 (a) Financial information as of June 30, 2000 has been derived from the audited, consolidated financial statements of the registrant. The accompanying notes to the consolidated financial statements are an integral part of these statements. - 3 - UPTOWNER INNS, INC. AND SUBSIDIARY CONSOLIDATED INCOME STATEMENT (UNAUDITED) For the three months ended September 30, 2000 and 1999 2000 1999 Revenues: Rooms $ 1,002,953 $ 915,160 Food and beverage 69,656 83,139 Telephone 15,484 13,101 Rents 54,403 58,559 Other 5,379 21,000 Total revenues 1,147,875 1,090,959 Costs and Expenses: Operating Departments: Cost of sales 60,958 46,309 Salaries and wages 258,413 224,203 Other 61,346 97,499 General and Administrative 85,029 67,323 Advertising 68,733 27,851 Utilities 67,364 59,643 Repairs and Maintenance 30,065 46,772 Interest 186,014 182,803 Taxes and licenses 104,864 84,139 Insurance 16,077 24,970 Depreciation and Amortization 104,903 107,779 Total costs and expenses 1,043,766 969,291 Operating income 104,109 121,668 Other Income: Interest income 59 1,721 Total other income 59 1,721 Net Income before Income Taxes 104,168 123,389 Income Taxes 0 0 Net Income $ 104,168 $ 123,389 Earnings per Share $ .07 $ .08 The accompanying notes to the consolidated financial statements are an integral part of these statements. - 4 - UPTOWNER INNS, INC. AND SUBSIDIARY CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED) For the three months ended September 30, 2000 and 1999 2000 1999 <s> <c> <c> Cash Flows From Operating Activities: Net income $ 104,168 $ 123,389 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 104,903 107,779 (Increase) decrease in deposits 3,616 (4,284) (Increase) decrease in current assets: Accounts receivable (67,808) 2,307 Inventories 8,713 (774) Prepaid expenses 20,148 20,702 Increase (decrease) in current liabilities: Accounts payable (129,566) 30,315 Accrued liabilities 173 (9,750) Taxes other than Federal income tax 19,433 (56,042) Total adjustments (40,388) 90,253 Net Cash Provided By Operating Activities $ 63,780 $ 213,642 - 5 - UPTOWNER INNS, INC. AND SUBSIDIARY CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED) For the three months ended September 30, 2000 and 1999 2000 1999 <s> <c> <c> Cash Flows From Investing Activities: Capital Expenditures $ (57,030) $ (87,320) Net cash used in investing activities (57,030) (87,320) Cash Flows From Financing Activities: Loan proceeds 0 8,673 Payment on notes and mortgages (97,105) (89,988) Net cash used in financing activities (97,105) (81,315) Net Increase (Decrease) in Cash and Cash Equivalents (90,355) 45,007 Cash and Cash Equivalents at Beginning of Year 348,064 322,663 Cash and Cash Equivalents at End of Period $ 257,709 $ 367,670 Supplemental Disclosures of Cash Flow Information: Cash Paid During The Period For: Interest $ 184,819 $ 181,608 The accompanying notes to the consolidated financial statements are an integral part of these statements. - 6 - UPTOWNER INNS, AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS September 30, 2000 1. BASIS OF PRESENTATION The financial statements presented reflect Uptowner Inns, Inc. and its consolidated subsidiary, Motel and Restaurant Supply. The foregoing statements are unaudited; however, in the opinion of management, all adjustments (comprising only normal recurring accruals) necessary for a fair presentation of the financial statements have been included. The results of operations for interim periods are not necessarily indicative of the results that may be expected for a full year or any other interim period. A summary of the Corporation's significant accounting policies is set forth in Note 1 to the Consolidated Financial Statements in the Corporation's Annual Report to shareholders and Form 10-K for June 30, 2000. - 7 - UPTOWNER INNS, AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS September 30, 2000 2. CONTINGENCY A $10,000,000. suit in which the Uptowner Inns, Inc. was a defendant was previously filed by an individual who was severely injured in an auto accident by a patron of the lounge. The court has issued a summary judgment in this suit and accordingly this suit has been dismissed. - 8 - UPTOWNER INNS, INC. AND SUBSIDIARY ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FORWARD-LOOKING STATEMENTS 	Certain matters disclosed herein may be deemed to be forward-looking statements that involve risks and uncertainties, including the facilities utilization, costs associated with maintaining the operations, liquidity issues, and other risks. Actual strategies and results in future time periods may differ materially from those currently expected. Such forward-looking statements represent management's judgment as of the current date. The Company disclaims, however, any intent of obligation to update such forward-looking statements. RESULTS OF OPERATION Due to the Holiday Inn Motel and Suites becoming an established property within the Huntington market, the room revenues increased 9.6%. The 16.2% decrease in food and beverage is attributed to the elimination of the Uptowner Inn restaurant facility in late August of 2000. Expenses are up 7.7% overall due to the increased occupancy. Some additions in personnel have increased the payroll costs. The general and administrative increase of 26.3% is primarily the result of additional employee bonuses based on net income. Advertising has increased 146.8% due to increased marketing efforts associated with the Holiday Inn Hotel and Suites. LIQUIDITY The liquidity, as measured by current assets divided by current liabilities, has slightly decreased from .256 at June 30, 2000 to .244 at September 30, 2000. This decline is a result of continued under- utilization of the Uptowner Inn facility coupled with the costs necessary to maintain the operation. Management is currently evaluating alternatives for the Uptowner Inn facility, and expects to have a plan in place by the first quarter of the fiscal year beginning in 2001. CAPITAL RESOURCES The registrant has no plans at this time for any material commitments for capital expenditures. - 9 - UPTOWNER INNS, INC. AND SUBSIDIARY PART II: OTHER INFORMATION Item 1. Legal Proceedings - Refer to Note 2 of the Financial Statements included in Part I. This suit has been dismissed. Item 2. Changes in Securities and Use of Proceeds - Not Applicable Item 3. Defaults by the Company on its Senior Securities - Not Applicable Item 4. Submission of Matters to a Vote of Security Holders - Not Applicable Item 5. Other Information - Not Applicable Item 6. Exhibits and Reports on Form 8-K a. Exhibits None b. The Company was not required to file Form 8-K for the quarter ended September 30, 2000. - 10 - SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. (Registrant) UPTOWNER INNS, INC. By /s/ Carl Midkiff, CEO and Secretary 		 October 2, 2001 		By /s/ David Robinson, Treasurer 		 October 2, 2001 - 11 -