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 June 30, 2001 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 694,407 shares of $.01 par value common stock outstanding as of June 30, 2001. Page 1 of 13 PART I - FINANCIAL INFORMATION ITEM 1 - Summarized Financial Information INTERNATIONAL LEISURE HOSTS, LTD. CONDENSED CONSOLIDATED BALANCE SHEETS June March 30, 2001 31, 2001 ----------- ----------- (Unaudited) ASSETS CURRENT ASSETS: Cash and cash equivalents $ 299,531 $ 174,991 Accounts receivable 2,205 1,338 Income tax refund receivable 25,000 Merchandise inventories 205,472 112,002 Prepaid expenses and other 42,209 18,754 ----------- ----------- Total current assets 574,417 307,085 ----------- ----------- PROPERTY AND EQUIPMENT: Buildings and improvements 6,504,051 6,258,425 Equipment 2,017,974 2,010,789 Leasehold improvements 325,600 325,600 Construction in progress 570,455 726,833 ----------- ----------- Total property and equipment 9,418,080 9,321,647 Less accumulated depreciation and amortization 3,012,209 2,918,567 ----------- ----------- Property and equipment - net 6,405,871 6,403,080 ----------- ----------- TOTAL $ 6,980,288 $ 6,710,165 =========== =========== LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Notes payable under lines of credit from related party $ 885,000 $ 835,000 Note payable under line of credit 500,000 422,420 Accounts payable - trade 179,359 201,639 Income taxes payable 24,454 Accrued liabilities 112,439 44,750 Advance deposits 308,135 139,012 ----------- ----------- Total current liabilities 1,984,933 1,667,275 DEFERRED INCOME TAXES 156,076 156,076 ----------- ----------- Total liabilities 2,141,009 1,823,351 ----------- ----------- COMMITMENTS AND CONTINGENCIES 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 4,254,631 4,302,166 ----------- ----------- 4,918,241 4,965,776 Less common stock in treasury - at cost, 23,966 shares (78,962) (78,962) ----------- ----------- Shareholders' equity - net 4,839,279 4,886,814 ----------- ----------- TOTAL $ 6,980,288 $ 6,710,165 =========== =========== See notes to unaudited condensed consolidated financial statements Page 2 of 13 INTERNATIONAL LEISURE HOSTS, LTD. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS For the three months ended June 30, --------------------- 2001 2000 --------- --------- REVENUES: Sales of merchandise $ 340,357 $ 358,289 Room, cabin and trailer space rentals 327,427 309,846 Other rentals and income 89,757 45,676 Interest 490 2,410 --------- --------- Total revenues 758,031 716,221 --------- --------- COSTS AND EXPENSES: Cost of merchandise 221,890 212,232 Operating 437,565 419,008 General and administrative 35,206 36,024 General and administrative - related party 33,750 35,155 Net loss on asset disposals 1,015 Depreciation and amortization 89,059 91,256 Interest 4,525 Interest - related party 8,571 27,408 --------- --------- Total costs and expenses 830,566 822,098 --------- --------- Loss before income taxes (72,535) (105,877) Benefit for income taxes (25,000) (31,800) --------- --------- NET LOSS ($ 47,535) ($ 74,077) ========= ========= NET LOSS PER COMMON SHARE - BASIC $ (0.07) $ (0.11) ========= ========= See notes to unaudited condensed consolidated financial statements Page 3 of 13 INTERNATIONAL LEISURE HOSTS, LTD. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS Three months ended June 30, --------------------- 2001 2000 --------- --------- OPERATING ACTIVITIES: Net loss ($ 47,535) ($ 74,077) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation and amortization 89,059 91,256 Net loss on asset disposals 1,015 Changes in assets and liabilities: Accounts receivable (867) 114,150 Income tax refund receivable (25,000) (31,800) Merchandise inventories (93,470) (130,159) Prepaid expenses and other (23,455) (13,670) Accounts payable - trade (22,280) 76,573 Accounts payable - related party (49,470) Income taxes payable (24,454) (59,851) Accrued liabilities 67,689 52,945 Advance deposits 169,123 230,351 --------- --------- Net cash provided by operating activities 88,810 207,263 INVESTING ACTIVITIES: Purchases of property and equipment (91,850) (126,705) Proceeds from sale of property and equipment 7,500 --------- --------- Net cash used in investing activities (91,850) (119,205) FINANCING ACTIVITIES: Loan proceeds from affiliate 50,000 Loan proceeds from bank 77,580 --------- --------- Net cash provided by financing activities 127,580 --------- --------- NET INCREASE IN CASH AND CASH EQUIVALENTS 124,540 88,058 CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR 174,991 306,354 --------- --------- CASH AND CASH EQUIVALENTS, END OF PERIOD $ 299,531 $ 394,412 ========= ========= SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION - Cash paid for interest $ 25,985 $ 35,180 ========= ========= 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 Three Month Periods Ended June 30, 2001 and 2000 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 by accounting principles generally accepted in the United States of America 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 three months ended June 30, 2001 are not necessarily indicative of the results that may be expected for the year ending March 31, 2002. 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, 2001. 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. 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. Basis of Consolidation - The consolidated financial statements include the accounts of the Company and its subsidiary after elimination of all significant intercompany transactions and accounts. b. Cash Equivalents - 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. c. Merchandise inventories are stated at the lower of aggregate cost (first-in, first-out basis) or market. d. 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. 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. Page 5 of 13 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. e. Income taxes - Deferred income taxes have been provided for the temporary differences between financial statement and income tax reporting on certain transactions. f. 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. g. Net Loss per Common Share - Basic net loss per common share is computed by dividing net loss by the weighted average number of common shares outstanding. The weighted average number of common shares outstanding was 694,407 and 694,477 for the three month periods ended June 30, 2001 and 2000, respectively. Dilutive securities were not included in the loss per share calculation as their effect would be antidilutive. Basic and diluted loss per share is the same for all periods presented. h. 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. i. New Accounting Pronouncement - The Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards ("SFAS") No. 133, Accounting for Derivative Instruments and Hedging Activities. The effective date of SFAS No. 133 is fiscal years beginning after June 15, 2000. 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 has determined that there will not be significant impact to the financial statements from implementing SFAS No. 133. 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 Page 6 of 13 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 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 $250,000 and $500,000 depending on the number of employee housing units and the extent of additional improvements required by the NPS. The extensive capital investments which were required by the Company's current Contract, were made based on the Park providing road access in the winter and full winter services (i.e. snowmobile rentals) for the duration of the Contract. These services are necessary to allow the Company to recover its substantial investment and provide a reasonable opportunity to realize a profit consistent with the Contract and applicable law. The Company relied on the Park's representations to expend in excess of six million dollars in facilities improvements. Precluding the Company from offering its full spectrum of winter activities would materially and fundamentally alter key contract features and substantially interfere with the Company's ability to recover its investments or realize planned profit. 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 three months ended June 30, 2001 and 2000, this fee amounted to $12,600, and $13,900, 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. Per the settlement of a lawsuit that was filed by snowmobile manufacturers and various other organizations to overturn the NPS's decision the NPS has agreed to reopen its decision-making process regarding the use of snowmobiles in Yellowstone and surrounding Parks. Under the settlement, the Park Service has committed to reexamine its closure in light of new, environmentally friendly snowmobile Page 7 of 13 technology and other information provided by the public. While the Company is optimistic regarding this settlement, until such time as there is a change in the current winter-use plan, the winter snowmobiling operation will discontinue operations after the 2001-2002 winter season. This will have a significant negative impact on the revenues and financial results of the Company. During fiscal 2001, winter operations accounted for approximately 35 percent of total revenues. Proprietary rights to certain facility improvements constructed by the Company (including the new lodge and new cabin units) have been granted to the Company under the terms of the Contract; however, the NPS may terminate the Contract and purchase the Company's improvements, upon a determination that the public interest requires Federal Government ownership of the improvements. In such event, the Federal Government is required to pay a price for said improvements equal to the cost of reconstruction less depreciation. If, however the Contract is terminated by the Federal Government for default by the Company for unsatisfactory performance as defined in the Contract, then the Federal Government is required to pay a price equal to the tax basis of the improvements. At the end of the Contract, if the Company is not the successful bidder on a new contract for the property, then the Federal Government is required to purchase from the Company the improvements (including the new lodge and new cabin units) made to the property at a price equal to the cost of reconstruction less depreciation. 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 and, therefore, no amounts have been accrued for this contingency in the accompanying financial statements. 3. TRANSACTIONS WITH RELATED PARTIES General and administrative - related party expenses for the three months ended June 30, 2001 and 2000 represent management fees and administrative expenses paid to related parties and totaled approximately $34,000, and $35,000, respectively. Related parties during the three months ended June 30, 2001, and 2000 are owned by the Company's current majority owner, Robert Walker, or family members and 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 three months ended June 30, 2001 and 2000 was $16,949 and $35,180, respectively. During the three month period ended June 30, 2001, the Company borrowed $50,000 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 Page 8 of 13 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 $1,385,000 on the lines of credit as of June 30, 2001. 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 June 30, 2001, 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 $500,000 on the JSB Agreement as of June 30, 2001. During December 2000, the Company entered into an Agreement with an 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 the Agreement are collateralized by the assets and improvements of Flagg Ranch. The Company has borrowed $300,000 on this line of credit as of June 30, 2001. The terms of the Agreement contain, among other provisions, requirements for maintaining minimum cash flows (as defined in the Agreement) and place limitations on the Company's ability to make loans. As of June 30, 2001, the Company was not in compliance with the minimum cash flow requirement. 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. The Company's net loss for the first quarter ended June 30, 2001 was $48,000 ($.07 per share). This compares to a net loss of $74,000 ($.11 per share) for the quarter ended June 30, 2000. The $26,000 decrease in loss is primarily due to an additional fire-related payment from the Company's insurance carrier and a decrease in interest expense from the same quarter last year. Changes in the Company's revenues and expenses for the quarters ended June 30, 2001 and 2000 are summarized below. All references to years, represent quarters ending June 30 of the stated year. Page 9 of 13 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 24 through October 8 and the winter season runs from late December through early March. Therefore, the first quarter ended June 30, 2001 consists of only thirty- eight days of operations. Revenues Total revenues for 2001 increased by $42,000 or 6% from 2000. Of this increase, $14,000 was from motel and cabin rentals, $4,000 from RV park rentals, $7,000 from trail ride revenue, $2,000 in gasoline sales, $36,000 in other revenue and $1,000 in fishing trip income. Decreases of $12,000 from food services, $2,000 in grocery store sales, $6,000 in gift shop sales and $2,000 in float trip revenue offset the above increases. Expenses The ratio of cost of merchandise sold to sales of merchandise was 65% and 59%, respectively, in 2001 and 2000. The ratio of operating expenses to total revenue decreased to 58% in 2001 from 59% in 2000. Operating expenses increased by $19,000 in 2001 as compared to 2000. Of this increase, $28,000 was from labor, $21,000 in repairs and maintenance, $18,000 in advertising, $2,000 in telephone costs, $2,000 in Company vehicle and travel, $10,000 in insurance, and $3,000 in other costs. Offsetting these increases were decreases of $2,000 in utilities, $43,000 in operating supplies, $3,000 in office supplies, $6,000 in snowmobile parts, $2,000 in printing, $2,000 in credit card fees, $3,000 in property taxes, and $4,000 in other items. General and administrative expenses decreased $1,000 or 2% in 2001 as compared to 2000. General and administrative expenses - related party decreased by $1,000 or 4% in 2001 as compared to 2000. 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 Working capital decreased to a negative $1,411,000 at June 30, 2001 from a negative $1,360,000 at March 31, 2001. Current assets increased by $267,000 primarily due to increases in cash, income tax receivable, and merchandise inventories. Current liabilities increased by $318,000 primarily due to an increase in notes payable under lines of credit and an increase in advance deposits. Further, during fiscal 2001, the Company incurred costs of approximately $92,000 related to certain construction projects. The Company may incur additional costs of between $250,000 and $500,000 prior to December 31, 2002 to complete the relocation of employee housing units as required under the NPS contract. Page 10 of 13 The Company intends to fund these improvements through existing cash funds and cash generated from operations. Cash generated from operations for the quarters ended June 30, 2001 and 2000 was $89,000 and $207,000, 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. During October 2000, the Company renewed a line of credit agreement ("Agreement") with an affiliated company expiring September 30, 2001, which provides for collateralized borrowings of up to $1,500,000 at an interest rate of prime plus .5 percent. Borrowings under the Agreement are collateralized by the assets and improvements of Flagg Ranch. The Company has borrowed $535,000 on this line of credit as of June 30, 2001. The terms of the Agreement contain, among other provisions, requirements for maintaining minimum cash flows (as defined in the Agreement) and place limitations on the Company's ability to make loans. As of June 30, 2001, the Company was not in compliance with the minimum cash flow requirement. During October 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 $500,000 on the JSB Agreement as of June 30, 2001. During December 2000, the Company entered into an Agreement with an 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 the Agreement are collateralized by the assets and improvements of Flagg Ranch. The Company has borrowed $300,000 on this line of credit as of June 30, 2001. The terms of the Agreement contain, among other provisions, requirements for maintaining minimum cash flows (as defined in the Agreement) and place limitations on the Company's ability to make loans. As of June 30, 2001, the Company was not in compliance with the minimum cash flow requirement. 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. Page 11 of 13 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 - June 30, 2001 (Unaudited)and March 31, 2001 2 Condensed Consolidated Statements of Operations - Three months ended June 30, 2001 and 2000 (Unaudited) 3 Condensed Consolidated Statements of Cash Flows- Three months ended June 30, 2001 and 2000 (Unaudited) 4 Notes to Unaudited Condensed Consolidated Financial Statements 5 3. 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) ROBERT L. WALKER ----------------------------------------- DATE: August 13, 2001 BY: ROBERT L. WALKER Robert L. Walker Chairman and Chief Executive Officer MICHAEL P. PERIKLY ----------------------------------------- DATE: August 13, 2001 BY: MICHAEL P. PERIKLY Michael P. Perikly President and Principal Financial Officer Page 13 of 13