UNITED STATES SECURITIES AND EXCHANGE COMMISSION 450 Fifth Street Washington, D.C. 20549 Form 10-QSB QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended December 31, 2000 Commission File No. 0-3858 INTERNATIONAL LEISURE HOSTS, LTD. - -------------------------------------------------------------------------------- (Exact name of Registrant as specified in its charter) Wyoming 86-0224163 - ------------------------------- --------------------------------- (State or other jurisdiction of (IRS Employer Identification No.) incorporation or organization) 3207 S. Hardy Drive Tempe, AZ 85282 - --------------------------------------- --------- (Address of principal executive office) (Zip Code) Issuer's telephone number, including area code (480) 829-7600 Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act during the 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 |_| State the number of shares outstanding of each of the issuer's classes of common stock as of the close of the latest practicable date. There were 694,457 shares of $.01 par value common stock outstanding as of December 31, 2000. Page 1 of 13 PART I - FINANCIAL INFORMATION ITEM 1 - Summarized Financial Information INTERNATIONAL LEISURE HOSTS, LTD. UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS December March 31, 2000 31, 2000 ----------- ----------- ASSETS CURRENT ASSETS: Cash and cash equivalents $ 166,560 $ 306,354 Accounts receivable 3,342 130,436 Merchandise inventories 169,156 100,936 Prepaid expenses and other 22,672 17,466 ----------- ----------- Total current assets 361,730 555,192 ----------- ----------- PROPERTY AND EQUIPMENT: Buildings and improvements 6,258,425 6,248,824 Equipment 2,069,719 1,701,557 Leasehold improvements 325,600 325,600 Construction in process 678,282 294,176 ----------- ----------- Total property and equipment 9,332,026 8,570,157 Less accumulated depreciation and amortization 2,827,056 2,592,796 ----------- ----------- Property and equipment - net 6,504,970 5,977,361 ----------- ----------- DEPOSITS 1,500 ----------- TOTAL $ 6,868,200 $ 6,532,553 =========== =========== LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Notes payable: Bank $ 425,004 $ Related party 1,035,000 1,460,000 Accounts payable: Trade 163,289 105,291 Related party 70,563 Income taxes payable 37,351 59,851 Accrued liabilities 38,426 49,371 Advance deposits 290,133 149,151 ----------- ----------- Total current liabilities 1,989,203 1,894,227 DEFERRED INCOME TAXES 170,076 178,076 ----------- ----------- Total liabilities 2,159,279 2,072,303 ----------- ----------- COMMITMENTS AND CONTINGENCIES (Note 2) SHAREHOLDERS' EQUITY: Preferred stock, $5 par value - authorized, 100,000 shares; none issued Common stock, $.01 par value - authorized, 2,000,000 shares; issued, 718,373 shares 7,184 7,184 Additional paid-in capital 656,426 656,426 Retained earnings 4,124,023 3,875,352 ----------- ----------- 4,787,633 4,538,962 Less common stock in treasury - at cost, 23,916 shares (78,712) (78,712) ----------- ----------- Shareholders' equity - net 4,708,921 4,460,250 ----------- ----------- TOTAL $ 6,868,200 $ 6,532,553 =========== =========== See notes to unaudited condensed consolidated financial statements Page 2 of 13 INTERNATIONAL LEISURE HOSTS, LTD. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS Nine months ended Three months ended December 31, December 31, ---------------------- ----------------------- 2000 1999 2000 1999 ---------- ---------- ---------- ---------- REVENUES: Sales of merchandise $1,397,080 $1,678,902 $ 110,200 $ 140,575 Room, cabin and trailer space rentals 1,247,096 1,592,129 42,829 82,623 Other rentals and income 520,237 356,539 338,029 150,141 Net gain on asset disposals 7,689 Interest 7,917 10,402 971 3,232 ---------- ---------- ---------- ---------- Total revenues 3,172,330 3,645,661 492,029 376,571 ---------- ---------- ---------- ---------- COSTS AND EXPENSES: Cost of merchandise 819,181 1,008,107 59,625 99,877 Operating 1,437,290 1,556,686 390,075 383,863 General and administrative 87,196 68,602 29,278 17,275 General and administrative - related party 131,042 85,024 60,379 26,748 Net loss on asset disposals 4,693 523 3,470 Depreciation and amortization 251,018 327,500 82,326 113,611 Interest 7,240 7,240 Interest - related party 58,999 53,972 12,289 17,212 ---------- ---------- ---------- ---------- Total costs and expenses 2,796,659 3,099,891 641,735 662,056 ---------- ---------- ---------- ---------- Income (loss) before income taxes 375,671 545,770 (149,706) (285,485) Provision (benefit) for income taxes 127,000 202,000 (47,000) (107,000) ---------- ---------- ---------- ---------- NET INCOME (LOSS) $ 248,671 $ 343,770 ($ 102,706) ($ 178,485) ========== ========== ========== ========== NET INCOME (LOSS) PER COMMON SHARE $ 0.36 $ 0.49 $ (0.15) $ (0.26) ========== ========== ========== ========== See notes to unaudited condensed consolidated financial statements Page 3 of 13 INTERNATIONAL LEISURE HOSTS, LTD. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS Nine months ended December 31, ------------------------------- 2000 1999 --------- --------- OPERATING ACTIVITIES: Net income $ 248,671 $ 343,770 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 251,018 327,500 Net loss (gain) on asset disposals 4,693 (7,689) Changes in assets and liabilities: Accounts receivable 127,094 (2,304) Merchandise inventories (68,220) (31,901) Prepaid expenses and other (6,706) (1,654) Accounts payable - trade 57,998 54,350 Accounts payable - related party (70,563) Income taxes payable (22,500) (70,852) Accrued liabilities (10,945) (3,430) Advance deposits 140,982 48,311 Deferred income taxes (8,000) --------- --------- Net cash provided by operating activities 643,522 656,101 --------- --------- INVESTING ACTIVITIES: Purchases of property and equipment (817,820) (855,216) Proceeds from sale of property and equipment 34,500 44,750 --------- --------- Net cash used in investing activities (783,320) (810,466) --------- --------- FINANCING ACTIVITIES: Loan payments to related party (425,000) Borrowings under note payable 425,004 Common stock purchased for treasury (800) --------- --------- Net cash provided by (used in) financing activities 4 (800) --------- --------- NET DECREASE IN CASH AND CASH EQUIVALENTS (139,794) (155,165) CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR 306,354 296,291 --------- --------- CASH AND CASH EQUIVALENTS, END OF PERIOD $ 166,560 $ 141,126 ========= ========= SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION - Cash paid for interest $ 101,665 $ 91,375 ========= ========= - Cash paid for income taxes $ 97,500 $ 142,000 ========= ========= See notes to unaudited condensed consolidated financial statements Page 4 of 13 INTERNATIONAL LEISURE HOSTS, LTD. NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS For the Nine Month Periods Ended December 31, 2000 and 1999 1. BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES International Leisure Hosts, Ltd. (the "Company") operates in one business segment, the ownership and operation of Flagg Ranch Resort, a full-service resort motel and trailer park located in the John D. Rockefeller Jr. Memorial Parkway, approximately four miles north of Grand Teton National Park and two miles south of the southern entrance to Yellowstone National Park. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-QSB. Accordingly, they do not include all of the information and notes required for complete financial statements. In the opinion of management, all adjustments and reclassifications considered necessary for a fair and comparable presentation have been made and are of a normal recurring nature. Operating results for the nine months ended December 31, 2000 are not necessarily indicative of the results that may be expected for the year ending March 31, 2001. The enclosed financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-KSB for the year ended March 31, 2000. Significant Accounting Policies - The Company prepares its financial statements in accordance with accounting principles generally accepted in the United States of America. A summary of significant accounting policies is as follows: a. Merchandise inventories are stated at the lower of aggregate cost (first-in, first-out basis) or market. b. Property and equipment are stated at cost. Depreciation is computed by straight-line and accelerated methods over the estimated useful lives, which range from 5 to 40 years, for such assets. Leasehold improvements are amortized using the straight-line method over the lesser of the estimated useful life of the related asset or the term of the lease. The Company reviews the carrying values of its long-lived assets and identifiable intangibles for possible impairment whenever events or changes in circumstances indicate that the carrying amount of assets to be held and used may not be recoverable. For assets to be disposed of, the Company reports long-lived assets and certain identifiable intangibles at the lower of carrying amount or fair value less cost to sell. c. Income taxes - Deferred income taxes have been provided for the temporary differences between financial statement and income tax reporting on certain transactions. Page 5 of 13 d. Use of Estimates - The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America necessarily requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. e. Net Income per Common Share - Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of common shares outstanding. The weighted average number of common shares outstanding was 694,457 and 694,505 shares for the nine month periods ended December 31, 2000 and 1999, respectively and 694,457 and 694,477 for the three month periods ended December 31, 2000 and 1999, respectively. Diluted net income per share reflects potential dilution that could occur from common shares issuable through stock options, warrants or other convertible securities; however, the Company has no dilutive securities. f. Statements of Cash Flows - For purposes of the consolidated statements of cash flows, cash and cash equivalents represent cash in banks, money market funds, and certificates of deposit with initial maturities of three months or less. g. Estimated Fair Value of Financial Instruments - The Company has estimated the fair value of its financial instruments using available market data. However, considerable judgment is required in interpreting market data to develop estimates of fair value. The use of different market assumptions or methodologies may have a material effect on the estimates of fair values. The carrying values of cash, receivables, lines of credit, accounts payable, and accrued expenses approximate fair values due to the short-term maturities or market rates of interest. h. New Accounting Pronouncement - The Financial Accounting Standards Board ("FASB") issued SFAS No. 133, Accounting for Derivative Instruments and Hedging Activities. The effective date of SFAS No. 133 for the Company is the fiscal quarter beginning April 1, 2001. SFAS No. 133 establishes accounting and reporting standards for derivative instruments, including certain derivatives embedded in other contracts, and for hedging activities. It requires that entities record all derivatives as either assets or liabilities, measured at fair value. Management does not believe that SFAS No. 133 will have a significant effect on its financial statements. i. Reclassifications - Certain reclassifications have been made in the 1999 financial statements to conform to the presentation in 2000. 2. COMMITMENTS AND CONTINGENCIES The Company receives its operating authorization from the National Park Service ("NPS"). The NPS Contract (the "Contract") which became effective on January 1, 1990, will expire on December 31, 2009. Under the terms of the Contract, prior to December 31, 2002, the Company is required to move its existing 54-unit riverside motel from its current location to the high ground above the Snake River, to provide for new employee housing and make certain other improvements. The Company has chosen to meet these requirements by moving the riverside motel and converting it into employee housing, plus building Page 6 of 13 additional employee support facilities, which began in summer 1998, with expected completion in summer 2002. The remaining cost of this relocation is estimated to be between $100,000 and $350,000 depending on the number of employee housing units and the extent of additional improvements required by the NPS. The Contract fee to the NPS is calculated at 2 percent of gross receipts (as defined), subject to review and possible adjustment every five years. For the nine months ended December 31, 2000, and 1999, this fee amounted to $60,871, and $70,600 respectively, which has been recorded as operating expense. Flagg Ranch faces competition from hotels, camping areas and trailer facilities in Yellowstone and Grand Teton National Parks, as well as from a large number of hotels and motels in Wyoming, Montana and Idaho, offering some facilities which are similar to those offered by Flagg Ranch. In addition, the business of Flagg Ranch is susceptible to weather conditions and unfavorable trends in the economy as a whole. Business could be significantly affected depending upon actions which might be taken by the NPS if cutbacks are made to their budget. If the NPS decides to close Yellowstone National Park for the winter months, then Flagg Ranch would have to discontinue its winter operations. NPS budget cutbacks could also negatively impact the length of the summer season and the number of visitors to the Parks and have a corresponding negative impact on Flagg Ranch revenues. On May 20, 1997, the Fund for Animals, Biodiversity Legal Foundation et. al. filed a lawsuit against the NPS challenging the action of the NPS regarding winter use of Yellowstone and Grand Teton National Parks. The plaintiffs asked the Federal Court to stop winter activities, primarily snowmobiling and related snow grooming, until environmental impacts are documented. A settlement agreement was reached that required the NPS to prepare an environmental impact statement ("EIS") during which time period the Parks continued activities under the then existing winter visitor-use plan. Upon completion of the EIS, the NPS prepared a draft winter-use plan with several alternatives. The NPS has adopted the draft winter-use plan which eliminates snowmobiling from the Park with a phase-in period of three years during which time the winter snowmobiling operation may be continued. A lawsuit has been filed by various other organizations to overturn the NPS's decision and other efforts to either overturn or modify the winter-use plan are ongoing. If these efforts are unsuccessful, then Flagg Ranch would have to suspend or discontinue winter operations completely. This would have a significant negative impact on the revenues and financial results of the Company. During fiscal 2000, winter operations accounted for approximately 27% of total revenues. The Department of Labor ("DOL") has notified the Company, on behalf of current and past employees, that additional overtime is due for the period beginning November 1, 1997. Currently the Company pays overtime for any hours in excess of 48 during a one-week period. The Company, as well as other Park concessioners in the area, have operated under an exemption that exists in the Fair Labor Standards Act. The DOL has claimed that this exemption does not apply due to conflicting language in the Contract Work Hours Safety Standard Act which requires overtime to be paid to laborers and mechanics working on a government contract after 40 hours worked during a week. If the DOL prevails, the estimate of the additional expense to the Company ranges from $40,000 to $60,000. While there is no guarantee, the Company believes it will not be subject to the additional overtime payments. Page 7 of 13 3. TRANSACTIONS WITH RELATED PARTIES General and administrative - related party expenses for the nine months ended December 31, 2000 and 1999 represent management fees and administrative expenses paid to related parties and totaled approximately $131,000, and $85,000, respectively. Related parties during the nine months ended December 31, 2000, and 1999 are owned by the Company's current majority owner, Robert Walker, or family members. Related parties during the nine month period ended December 31, 2000 also include a company owned by the Company's current President, Michael P. Perikly. Interest incurred on related party debt (see note 4) for the nine months ended December 31, 2000 and 1999 was $59,000 and $54,000, respectively. During the nine month period ended December 31, 2000, the Company repaid $425,000 on the related party line of credit agreement. 4. NOTES PAYABLE UNDER LINES OF CREDIT During October 2000, the Company renewed a line of credit agreement ("Agreement") with an affiliated company, which provides for collateralized borrowings of up to $1,500,000 at an interest rate of prime plus .5 percent. The Agreement was renewed until September 30, 2001. On December 1, 2000, the Company entered into a line of credit agreement ("Agreement") with a second affiliated company expiring November 30, 2001, which provides for collateralized borrowings of up to $500,000 at an interest rate of prime plus .5 percent. Borrowings under both Agreements are collateralized by the assets and improvements of Flagg Ranch. The Company has borrowed $1,035,000 on the lines of credit as of December 31, 2000. The terms of the Agreements contain, among other provisions, requirements for maintaining minimum cash flows (as defined in the Agreement) and places limitations on the Company's ability to make loans. As of December 31, 2000, the Company was not in compliance with the minimum cash flow requirement. On October 5, 2000 the Company entered into a line of credit agreement with Jackson State Bank ("JSB Agreement"), which provides for collateralized borrowings of up to $500,000 at an interest rate of prime plus .875 percent. Borrowings under the JSB Agreement are collateralized by the assets and improvements of Flagg Ranch. The Company has borrowed $425,004 on the JSB Agreement as of December 31, 2000. ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations The statements contained in this Report regarding management's anticipation of the Company's facility completion schedules, quality of facilities, fulfillment of National Park Service requirements, consumer response to marketing efforts, ability to offset inflation and adequacy of financing, constitute "forward looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995. Management's anticipation is based upon assumptions regarding levels of competition, acceptance of facilities by consumers, favorable weather conditions, ability to complete facility construction, the market in which the Company operates, the stability of the economy and stability of the regulatory environment. Any of these assumptions could prove inaccurate, and therefore there can be no assurance that the forward- looking information will prove to be accurate. Page 8 of 13 The Company's net income for the nine months ended December 31, 2000 was $249,000 ($.36 per share). This compares to net income of $344,000 ($.49 per share) for the nine months ended December 31, 1999. The $95,000 decrease in income is primarily attributable to the loss of revenue resulting from the closure and evacuation of the Company's facilities for two weeks during August 2000 due to the fire danger in the immediate area from the surrounding fires that threatened the Park during the summer. The Company has limited business interruption insurance that has covered some of the losses incurred. While none of the Company's facilities were damaged, the closure and fire threat prompted a large number of cancellations even after the facilities reopened. The Company's net loss for the quarter ended December 31, 2000 was $103,000 ($.15 per share). This compares to a net loss of $178,000 ($.26 per share) for the quarter ended December 31, 1999. Changes in the Company's revenues and expenses for the three and nine months ended December 31, 2000 and 1999 are summarized below. All references to years, represent the nine month period ending December 31 of the stated year. Flagg Ranch, the principal business of the Company, is operated as a seasonal resort. The two seasons coincide with the opening and closing dates of Yellowstone and Grand Teton National Parks. The summer season runs from approximately May 22 through October 8 and the winter season runs from late December through mid-March. Revenues Total revenues for 2000 decreased by $473,000 or 13% from 1999. Of this decrease, $289,000 was from motel and cabin rentals, $56,000 from RV park rentals, $114,000 from food services, $69,000 from grocery store sales, $72,000 from gift shop sales, $26,000 from gasoline sales, $15,000 from float trip revenue, and $13,000 in trail ride rentals. Offsetting these decreases were increases of $12,000 in winter activities and $169,000 in other income resulting primarily from a payment by our insurance company for business interruption coverage. Total revenues for the three months ended December 31, 2000 increased by $115,000 or 31% from 1999. Of this increase, $12,000 was from winter activities and $173,000 from other income resulting from the insurance company payment. Offsetting these increases were decreases of $39,000 from motel and cabin rentals, $16,000 from food services, $6,000 from grocery store sales, $5,000 from gift shop sales, and $4,000 from gasoline sales. The primary reason for the decrease in all revenue items is due to a shortening of the end of our summer season by 7 days and the beginning of our winter season by 4 days as well as the closing of the property in mid-August due to the fire danger in the Park. Expenses The ratio of cost of merchandise sold to sales of merchandise was 59% and 60% in 2000 and 1999, respectively. Operating expenses decreased by $119,000 or 8% in 2000 as compared to 1999. The ratio of operating expenses to total revenue increased to 45% in 2000 from 43% in 1999. Of this decrease, $94,000 was from labor, $10,000 in utilities, $3,000 in office supplies, $13,000 in equipment rental, $13,000 in snowmobile parts and gas, $14,000 in outside services, $12,000 in telephone costs, $15,000 in Company vehicle and travel, $7,000 in printing, $4,000 in credit card fees, and $10,000 in franchise fees. Offsetting these decreases were increases of $29,000 in operating supplies, $6,000 in repairs and maintenance, $14,000 in advertising, $6,000 in postage and freight, $11,000 in insurance, and $10,000 in other items. Depreciation decreased primarily as a result of a number of large dollar items becoming fully depreciated in the prior fiscal year. General and administrative expenses increased $19,000 or 27% in 2000 as compared to 1999. Page 9 of 13 Of this increase, $9,000 was in legal and accounting fees, $8,000 in travel and transportation, and $2,000 in other items. General and administrative expenses - related party increased by 46,000 or 54% in 2000 as compared to 1999 primarily due to a reclassification of certain accounting fees and an increase in payments for management fees. Inflation The Company expects that it will be able to offset increases in costs and expenses, principally labor, caused by inflation, by increasing prices on its services with minimal effect on operations. Liquidity and Capital Resources During the prior fiscal year, the Company continued work on a project to relocate it's riverside motel and other buildings located along the Snake River to higher ground for use as employee dormitories as well as the construction of new employee management housing. During the nine months ended December 31, 2000, the Company incurred costs of approximately $371,000 related to the above construction projects. In addition the Company has purchased new vehicles and other equipment at a cost of $447,000. The Company's working capital decreased to a negative $1,627,000 at December 31, 2000 from a negative $1,339,000 at March 31, 2000. The Company may incur additional costs of between $100,000 to $350,000 prior to December 31, 2002 to finish relocating the employee housing units as required under the NPS Contract. The Company intends to fund these improvements through existing cash funds and cash generated from operations. Cash generated from operations was $706,000, $964,000, and $432,000 for the fiscal years ended 2000, 1999 and 1998, respectively. Cash generated from operations for the nine months ended December 31, 2000 and 1999 was $644,000 and $656,000, respectively. The construction funds will have to be obtained from outside sources to the extent they exceed cash generated from operations. There is no guarantee that the Company will be able to procure financing on favorable terms. On October 5, 2000 the Company entered into a line of credit agreement with Jackson State Bank ("JSB Agreement"), expiring on September 8, 2001, which provides for collateralized borrowings of up to $500,000 at an interest rate of prime plus .875 percent. Borrowings under the JSB Agreement are collateralized by the assets and improvements of Flagg Ranch. The Company has borrowed $425,004 on the JSB Agreement as of December 31, 2000. Page 10 of 13 PART II - OTHER INFORMATION ITEM I. Legal Proceedings The Department of Labor ("DOL") has notified the Company, on behalf of current and past employees, that additional overtime is due for the period beginning November 1, 1997. Currently the Company pays overtime for any hours in excess of 48 during a one-week period. The Company, as well as other Park concessioners in the area, have operated under an exemption that exists in the Fair Labor Standards Act. The DOL has claimed that this exemption does not apply due to conflicting language in the Contract Work Hours Safety Standard Act which requires overtime to be paid to laborers and mechanics working on a government contract after 40 hours worked during a week. If the DOL prevails, the estimate of the additional expense to the Company ranges from $40,000 to $60,000. While there is no guarantee, the Company believes it will not be subject to the additional overtime payments. ITEM 2. Changes in Securities None. ITEM 3. Defaults upon Senior Securities None. ITEM 4. Submission of Matters to a Vote of Securities Holders None ITEM 5. Other Materially Important Events None ITEM 6. Exhibits and Reports on Form 8-K (a) 1. Financial Statements Page The following financial statements of International Leisure Hosts, Ltd. are included in Part I, Item 1: Condensed Consolidated Balance Sheets - December 31, 2000 (Unaudited) and March 31, 2000 2 Condensed Consolidated Statements of Operations - Three and Nine months ended December 31, 2000 and 1999 (Unaudited) 3 Condensed Consolidated Statements of Cash Flows- Nine months ended December 31, 2000 and1999 (Unaudited) 4 Notes to Unaudited Condensed Consolidated Financial Statements 5 Page 11 of 13 The following exhibits are incorporated by reference as indicated: 3.1 By-Laws-Adopted June 22, 1992 filed with Form 10-K dated March 31, 1992 3.2 Articles of Incorporation-filed with Form 10-K dated March 31, 1986, pages 32-41 10.1 United States Department of the Interior National Park Service Contract-filed with Form 10-Q dated December 31, 1989 Page 12 of 13 In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed by the undersigned, thereunto duly authorized. INTERNATIONAL LEISURE HOSTS, LTD. --------------------------------- (REGISTRANT) DATE: January 31, 2001 BY: ROBERT L. WALKER ----------------- ------------------------------------------ Robert L. Walker Chairman and Chief Executive Officer DATE: January 31, 2001 BY: MICHAEL P. PERIKLY ------------------ ------------------------------------------ Michael P. Perikly President and Principal Financial Officer Page 13 of 13