UNITED STATES
                SECURITIES AND EXCHANGE COMMISSION 
                      Washington, D.C. 20549 
 
                           FORM 12b-25

                     NOTIFICATION OF LATE FILING

FORM 10-KSB FOR THE PERIOD ENDED JUNE 30, 1996

SEC File Number: 0-19852

CUSIP NUMBER: 390007409
 
PART I - REGISTRANT INFORMATION

GREAT AMERICAN HOTELS & RESORTS, INC. 
(Full Name of Registrant)

120 Firestone Pointe, Suite 100
(Address of Principal Executive Office)(Street and Number) 

Duluth, Georgia 30155
(City, State and Zip Code)

PART II - RULES 12B-25(B) AND (C)

If the subject report could not be filed without unreasonable 
effort or expense and the registrant seeks relief pursuant to 
Rule 12b-25(b), the following should be completed.  (Check box if 
appropriate) _X_ Yes; ___ No.

(a)  The reasons described in reasonable detail in Part II of 
this form could not be eliminated without unreasonable effort or 
expense;
(b)  The subject annual report, semi-annual report, transition 
report on Form 10-K, Form 20, 11-K or Form N-SAR, or portion 
thereof, will be filed on or before the fifteenth calender day 
following the prescribed due date; or the subject quarterly 
report of transition report on Form 10-Q, or portion thereof will 
be filed on or before the fifth calendar day following the 
prescribed due date; and
(c)  The accountant's statement or other exhibit required by Rule 
12b-25(c) has been attached if applicable.

PART III - NARRATIVE

State below in reasonable detail the reasons why Forms 10-K, 20-
F, 11-K, 10-Q, N-SAR, or the transition report or portion 
thereof, could not be filed within the prescribed time period.

Independent accountants could not complete the annual audit in 
time.

PART IV - OTHER INFORMATION

(1) Name and telephone number of person to contact in regard to 
this notification:  J. Gordon Lamb, (770)798-8500.

(2) Have all other periodic reports required under Section 13 or 
15(d) of the Securities Exchange Act of 1934 or Section 30 of the 
Investment Company Act of 1940 during the preceding 12 months or 
for such shorter period that the registrant was required to file 
such report(s) been filed?  If answer is no, identify report(s).  
_X_ Yes; ___ No.

(3) Is it anticipated that any significant change in results of 
operations from the corresponding period for the last fiscal year 
will be reflected by the earnings statements to be included in 
the subject report or portion thereof? ___ Yes; _X_ No.

If so, attach an explanation of the anticipated change, both 
narratively and quantitatively, and, if appropriate, state the 
reasons why a reasonable estimate of the results cannot be made.
_______________________________________________________.

                 Great American Hotels & Resorts, Inc.
             (Name of Registrant as Specified in Charter)

has caused this notification to be signed on its behalf by the 
undersigned hereunto duly authorized.

\s\J. Gordon Lamb
By: J. Gordon Lamb, Chief Financial Officer
Date: September 30, 1996