U.S. SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 10-Q

(Mark One)

[x]      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
          EXCHANGE ACT OF 1934

                  For the quarterly period ended June 30, 2000

                                       or

[  ]     TRANSITION REPORT PURSUANT TO 13 OR 15(d) OF THE SECURITIES EXCHANGE
           ACT OF 1934

              For the transition period from _________ to _________

                         Commission File Number: 0-22745


                         Janus Hotels and Resorts, Inc.
             (Exact name of registrant as specified in its charter)



            DELAWARE                                   13-2572712
(State or other jurisdiction of                      (IRS Employer
 incorporation or organization)                    Identification No.)



2300 Corporate Blvd., N.W.,
Suite 232
Boca Raton, Florida                                    33431-8596
(Address of principal executive offices)                (Zip Code)



       Registrant's telephone number, including area code: (561) 994-4800



(Former  name,  former  address and former  fiscal year,  if changed  since last
report)


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 | |

Number of shares of common stock outstanding as of August 8, 2000: 8,671,092






                                       1
<PAGE>




                         JANUS HOTELS AND RESORTS, INC.

                                    FORM 10-Q

                  FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2000

<TABLE>
<CAPTION>


  Part I.   Financial Information                                               Page No.
<S>                                                                               <C>
  Item 1.   Financial Statements
              Unaudited Consolidated Balance Sheets As Of June 30, 2000 and
                 December 31, 1999                                                 3
              Unaudited Consolidated Statements Of Operations For The Three
                 Months Ended June 30, 2000 and 1999                               4
              Unaudited Consolidated Statements Of Operations For The Six
                 Months Ended June 30, 2000 and 1999                               5
              Unaudited Consolidated Statements Of Cash Flows For The Six
                 Months ended June 30, 2000 and 1999                               6
              Notes To Unaudited Consolidated Financial Statements                 7
  Item 2.   Management's Discussion and Analysis Of Financial Condition and
              Results of Operations                                                8
  Part II.  Other Information                                                     10
            Signature Page                                                        11
</TABLE>























                                       2
<PAGE>

                         JANUS HOTELS AND RESORTS, INC.
<TABLE>
<CAPTION>
                     UNAUDITED CONSOLIDATED BALANCE SHEETS
                    AS OF JUNE 30, 2000 AND DECEMBER 31,1999

                                                                                        June 30,        December 31,
                                                                                          2000              1999
                                                                                       -----------      ------------
                    ASSETS
<S>                                                                                        <C>                <C>
Current assets:
   Cash and cash equivalents                                                          $  8,636,513      $  8,859,888
   Restricted cash                                                                       1,128,285         1,251,297
   Accounts receivable                                                                   2,230,231         1,743,241
   Current portion of notes receivable                                                     182,514           182,226
   Other current assets                                                                    234,883           212,082
                                                                                       -----------       -----------
     Total current assets                                                               12,412,426        12,248,734
                                                                                       -----------       -----------

Property held for sale                                                                  12,658,130        12,641,199
Property and equipment, net                                                             82,146,146        84,059,513
Mortgage notes receivable                                                                3,333,470         3,392,709
Goodwill, net                                                                            7,438,220         7,542,376
Deferred tax asset                                                                       2,073,000         2,566,000
Other assets                                                                             5,709,149         5,241,958
                                                                                       -----------       -----------
                                                                                      $125,770,541      $127,692,489
                                                                                       ===========       ===========

                   LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
   Current portion of long-term debt                                                  $  3,709,616      $  3,776,846
   Accounts payable                                                                      1,660,613         2,215,038
   Accrued expenses                                                                      2,853,529         1,959,960
                                                                                       -----------       -----------
     Total current liabilities                                                           8,223,758         7,951,844
                                                                                       -----------       -----------
Long-term debt, net of current portion                                                  65,884,851        67,933,460
Deferred tax liabilities                                                                 2,250,275         2,345,275
Minority interest                                                                        2,504,507         2,465,995

Stockholders' equity:
   Preferred stock, series B; par value $0.01 per share; 20,000 shares authorized;
    16,788.08 shares issued and outstanding                                                    168               168
   Common stock, par value  $0.01 per share; 15,000,000 shares authorized;
     11,883,220 shares issued                                                              118,833           118,833
   Additional paid-in capital                                                           52,582,257        52,582,257
   Accumulated deficit                                                                  (4,377,609)       (4,288,844)
   Treasury stock, 3,212,128 common shares, at cost                                     (1,416,499)       (1,416,499)
                                                                                       -----------       -----------
     Total stockholders' equity                                                         46,907,150        46,995,915
                                                                                       -----------       -----------
                                                                                      $125,770,541      $127,692,489
                                                                                       ===========       ===========
</TABLE>

           See notes to unaudited consolidated financial statements.


                                       3
<PAGE>


                         JANUS HOTELS AND RESORTS, INC.
<TABLE>
<CAPTION>
                UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED JUNE 30, 2000 AND 1999

                                                                                        2000             1999
                                                                                   ---------------  ---------------
<S>                                                                                       <C>             <C>
Revenues:
   Room and related services                                                          $ 9,629,358      $10,297,407
   Food and beverage                                                                    2,676,502        2,702,697
   Management fees                                                                        806,414          460,965
   Other                                                                                  284,282          199,611
                                                                                       ----------       ----------
     Total revenues                                                                    13,396,556       13,660,680
                                                                                       ----------       ----------

Operating expenses:
   Direct:
     Room and related services                                                          2,308,744        2,436,021
     Food and beverage                                                                  2,061,792        2,097,301
     Selling and general                                                                  558,164          549,002
                                                                                       ----------       ----------
       Total direct expenses                                                            4,928,700        5,082,324
                                                                                       ----------       ----------
   Occupancy expenses                                                                   1,535,377        1,725,823
   Selling, general and administrative expenses                                         2,877,631        2,990,647
   Severance arrangement of former president                                              500,000                -
   Depreciation                                                                           848,580        1,324,775
   Amortization                                                                            94,032           79,081
                                                                                       ----------       ----------
       Total operating expenses                                                        10,784,320       11,202,650
                                                                                       ----------       ----------

Operating income                                                                        2,612,236        2,458,030

Other income (expense):
   Interest expense                                                                    (1,543,697)      (1,676,134)
   Interest income                                                                        195,167          167,120
   Other                                                                                   29,893          (15,221)
                                                                                       ----------       ----------
Income from continuing operations before income taxes and minority interest             1,293,599          933,795

Provision for income taxes                                                                848,000                -
                                                                                       ----------       ----------
Income from continuing operations before minority interest                                445,599          933,795

Minority interest                                                                          34,936           24,259
                                                                                       ----------       ----------
Income from continuing operations                                                         410,663          909,536
Gain on disposal of discontinued operations, net of taxes                                  17,414                -
                                                                                       ----------       ----------
Net income                                                                                428,077          909,536
Less preferred dividend requirement                                                       313,056          313,914
                                                                                       ----------       ----------
Net income applicable to common stock                                                 $   115,021      $   595,622
                                                                                       ==========       ==========

Basic income per common share:
   Income from continuing operations                                                       $ 0.01           $ 0.07
   Gain on disposal of discontinued operations                                                  -                -
                                                                                            -----            -----
   Net income                                                                              $ 0.01           $ 0.07
                                                                                            =====            =====

Diluted income per common share:
   Income from continuing operations                                                       $ 0.01           $ 0.07
   Gain on disposal of discontinued operations                                                  -                -
                                                                                            -----            -----
   Net income                                                                              $ 0.01           $ 0.07
                                                                                            =====            =====

Weighted average common shares:
   Basic                                                                                8,671,092        8,671,092
                                                                                        =========        =========
   Diluted                                                                              8,671,092        8,671,092
                                                                                        =========        =========
</TABLE>


           See notes to unaudited consolidated financial statements.


                                       4
<PAGE>


                         JANUS HOTELS AND RESORTS, INC.
<TABLE>
<CAPTION>
                UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
                FOR THE SIX MONTHS ENDED JUNE 30, 2000 AND 1999

                                                                                        2000             1999
                                                                                   ---------------  ----------------
<S>                                                                                       <C>               <C>
Revenues:
   Room and related services                                                          $16,991,005       $17,733,915
   Food and beverage                                                                    5,191,701         5,084,482
   Management fees                                                                      1,663,997         1,022,958
   Other                                                                                  479,303           417,143
                                                                                       ----------        ----------
     Total revenues                                                                    24,326,006        24,258,498
                                                                                       ----------        ----------

Operating expenses:
   Direct:
     Room and related services                                                          4,264,298         4,357,099
     Food and beverage                                                                  3,927,722         3,960,506
     Selling and general                                                                1,059,435         1,004,958
                                                                                       ----------        ----------
       Total direct expenses                                                            9,251,455         9,322,563
                                                                                       ----------        ----------
   Occupancy expenses                                                                   3,132,187         3,343,550
   Selling, general and administrative expenses                                         5,462,629         5,508,737
   Severance arrangement of former president                                              500,000                 -
   Depreciation                                                                         1,678,200         2,599,821
   Amortization                                                                           169,811           157,507
                                                                                       ----------        ----------
       Total operating expenses                                                        20,194,282        20,932,178
                                                                                       ----------        ----------

Operating income                                                                        4,131,724         3,326,320

Other income (expense):
   Interest expense                                                                    (3,075,261)       (3,347,204)
   Interest income                                                                        372,395           364,168
   Other                                                                                   29,893             4,779
                                                                                       ----------        ----------
Income from continuing operations before income taxes and minority interest             1,458,751           348,063

Provision for income taxes                                                                916,000                 -
                                                                                       ----------        ----------
Income from continuing operations before minority interest                                542,751           348,063

Minority interest                                                                          38,512            34,082
                                                                                       ----------        ----------
Income from continuing operations                                                         504,239           313,981
Gain on disposal of discontinued operations, net of taxes                                  34,829                 -
                                                                                       ----------        ----------
Net income                                                                                539,068           313,981
Less preferred dividend requirement                                                       627,833           582,716
                                                                                       ----------        ----------
Net income (loss) applicable to common stock                                          $   (88,765)      $  (268,735)
                                                                                       ==========        ==========

Basic income (loss) per common share:
   Income (loss) from continuing operations                                               $ (0.01)          $ (0.03)
   Gain on disposal of discontinued operations                                                  -                 -
                                                                                            -----             -----
   Net income (loss)                                                                      $ (0.01)          $ (0.03)
                                                                                           ======            ======

Diluted income (loss) per common share:
   Income (loss) from continuing operations                                               $ (0.01)          $ (0.03)
   Gain on disposal of discontinued operations                                                  -                 -
                                                                                            -----             -----
   Net income (loss)                                                                      $ (0.01)          $ (0.03)
                                                                                           ======            ======

Weighted average common shares:
   Basic                                                                                8,671,092         8,676,948
                                                                                        =========         =========
   Diluted                                                                              8,671,092         8,676,948
                                                                                        ==========        =========
</TABLE>


           See notes to unaudited consolidated financial statements.

                                       5
<PAGE>


                             JANUS HOTELS AND RESORTS, INC.
<TABLE>
<CAPTION>
                    UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
                    FOR THE SIX MONTHS ENDED JUNE 30, 2000 AND 1999


                                                                                                2000             1999
                                                                                           ---------------  ---------------
<S>                                                                                              <C>                <C>
Operating activities:
Net income                                                                                     $  539,068      $   313,981
Adjustments to reconcile net income  to net cash provided by (used in) operating activities:
   Depreciation and amortization                                                                1,678,200        2,599,821
   Amortization of intangible assets                                                              169,811          157,507
   Deferred taxes                                                                                 398,000                -
   Minority Interest                                                                               38,512           34,082
   Gain on sale of property                                                                       (29,893)               -
Changes in operating assets and liabilities:
   Accounts receivable                                                                           (486,990)        (367,399)
   Other current assets                                                                           (22,801)          24,263
   Other asset                                                                                   (542,850)        (568,555)
   Accounts payable and accrued expenses                                                          177,189          562,088
                                                                                                ---------       ----------
      Net  cash provided by operating activities                                                1,918,246        2,755,788
                                                                                                ---------       ----------

Investing activities:
Acquisition of hospitality business, net of noncash consideration and cash acquired                     -          462,008
Purchases of property and equipment                                                            (1,894,140)      (2,888,930)
Proceeds from sale of property                                                                  2,700,000                -
Collections of notes receivable                                                                    58,951          163,470
                                                                                                ---------       ----------
      Net cash provided by (used in) investing activities                                         864,811       (2,263,452)
                                                                                                ---------       ----------

Financing activities:
Dividends paid                                                                                   (627,833)        (582,716)
Decrease (Increase) in restricted cash                                                            123,012         (487,243)
Repayments of long-term borrowings                                                             (2,501,611)      (2,154,104)
                                                                                                ---------       ----------
      Net cash used in financing activities                                                    (3,006,432)      (3,224,063)
                                                                                                ---------       ----------

Decrease in cash and cash equivalents                                                            (223,375)      (2,731,727)

Cash and cash equivalents, beginning of period                                                  8,859,888       12,383,741
                                                                                                ---------       ----------

Cash and cash equivalents, end of period                                                       $8,636,513      $ 9,652,014
                                                                                                =========       ==========

Supplemental disclosure of cash flow data:
Interest paid                                                                                  $3,075,261      $ 3,347,204
                                                                                                =========       ==========
Taxes paid                                                                                     $  347,800      $         -
                                                                                                =========       ==========

Noncash investing and financing transactions:
Acquisitions of equipment through capital leases                                               $  385,772      $         -
                                                                                                =========       ==========

Acquisition of hospitality business
   Assets acquired                                                                             $        -      $27,192,451
   Liabilities assumed                                                                                  -       20,856,251
                                                                                                ---------       ----------
   Value of stock issued                                                                       $        -      $ 6,336,200
                                                                                                =========       ==========
</TABLE>

               See notes to unaudited consolidated financial statements.


                                       6
 <PAGE>


                 JANUS HOTELS AND RESORTS, INC. AND SUBSIDIARIES
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS



Note 1 -- Unaudited interim financial statements:

         In the opinion of management,  the accompanying  unaudited consolidated
         financial  statements  reflect all  adjustments,  consisting  of normal
         recurring accruals,  necessary to present fairly the financial position
         of Janus Hotels and Resorts,  Inc. and  subsidiaries  (the "Company" or
         "Janus") as of June 30, 2000,  its results of operations  for the three
         months and six months  ended June 30,  2000 and 1999 and its cash flows
         for the six months ended June 30, 2000.  Certain  terms used herein are
         defined in the audited consolidated financial statements of the Company
         for the year ended  December  31, 1999 (the  "Audited  Janus  Financial
         Statements")  included in the Company's  form 10-KSB  previously  filed
         with  the  Securities  and  Exchange  Commission.   Accordingly,  these
         unaudited   consolidated   financial   statements  should  be  read  in
         conjunction  with the Audited Janus Financial  Statements and the other
         financial statements included in the Form 10-KSB.

         The results of  operations  for the six months  ended June 30, 2000 are
         not  necessarily  indicative of the results of operations  for the full
         year ending December 31, 2000.

Note 2 -- Organization:

         As of June 30, 2000, the Company owned and operated  fifteen hotels (of
         which thirteen are wholly-owned, one is 85% owned and one is 75% owned)
         and a hotel  management  company  which  manages  hotels for  unrelated
         parties.

Note 3 - Resignation of the Company President:

         Effective  April 30, 2000, the President of the Company  resigned.  The
         cost of the severance package was a cash payment of $500,000.

Note 4 - Disposal of Hotel Property:

         On June 15, 2000, the Company  disposed of a hotel property  located in
         Cincinnati,  Ohio.  The  hotel  was  sold for  cash of  $2,700,000  and
         resulted in a gain of $29,893 for financial reporting purposes. For tax
         purposes,  this transaction produced an estimated gain of approximately
         $978,000 which cannot be offset by the Company's  federal net operating
         loss carryforward.  As a result, the tax provision for the three months
         and six months  ended June 30,  2000  includes  $333,000  of  currently
         payable federal income taxes related to this transaction.

Note 5 -- Litigation:

         The Company is a party to various legal proceedings.  In the opinion of
         management,  these  actions  are  routine in nature and will not have a
         material  adverse  effect  on  the  Company's   consolidated  financial
         statements in subsequent years.







                                       7
<PAGE>


ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

Overview

The operations of the Company are comprised primarily of the operations of owned
hotels and the Company's management of hotels owned by third parties.

The Company had net income of $428,077  for the three months ended June 30, 2000
compared to net income of $909,536 for the three months ended June 30,  1999.The
Company  had net  income of  $539,068  for the six months  ended  June 30,  2000
compared to net income of $313,981 for the six months ended June 30, 1999.

Three  Months  Ended June 30, 2000  Compared to the Three  Months Ended June 30,
1999

Room and related  services  revenue  decreased  6.5% to  $9,629,358 in 2000 from
$10,297,407  in 1999.  The decrease  was  attributable  primarily to  properties
disposed of in 2000 and 1999.  The average daily room rate  (excluding  disposed
properties)  increased  to  $62.38  for 2000  from  $61.45  in  1999.  Occupancy
(excluding disposed properties) decreased in 2000 to 66.5% from 67.8%. Excluding
the properties  disposed of in 2000 and 1999, room and related  services revenue
decreased 0.6%.

Food and beverage  revenues are  principally  a function of the number of guests
who stay at each owned hotel,  local walk-in business and catering sales.  These
revenues  decreased  1.0% to  $2,676,502 in 2000 from  $2,702,697 in 1999.  This
decrease is related primarily to decreased occupancy. The properties disposed of
in 2000 and 1999 had no effect on food and beverage revenues.

Management fee income increased 74.9% to $806,414 in 2000 from $460,965 in 1999.
This  increase is primarily  due to the  addition of new third party  management
contracts. In addition,  one-time fees of approximately $55,000 were realized in
the second quarter of 2000.

Total  direct  operating  expenses  decreased  3.0% to  $4,928,700  in 2000 from
$5,082,324 in 1999 and  increased as a percentage  of room and related  services
and food and beverage  revenues to 40.1% from 39.1%.  Excluding  the  properties
disposed of in 2000 and 1999, total direct operating expenses increased 0.4%.

Occupancy  expenses  decreased  11.0% to  $1,535,377  from  $1,725,823  in 1999.
Excluding  the  properties  disposed  of in 2000 and  1999,  occupancy  expenses
decreased 5.0%.

Selling,  general and  administrative  expenses  decreased 3.8% to $2,877,631 in
2000 from  $2,990,647 in 1999 and decreased as a percentage of total revenues to
21.5%  from  21.9%.  Excluding  the  properties  disposed  of in 2000 and  1999,
selling, general and administrative expenses decreased 1.0%.

Depreciation decreased by $476,195 in 2000 from $1,324,775 in 1999. The decrease
was  primarily  attributable  to the  change  in  estimated  useful  lives,  the
adjustment  of the purchase  allocation  for four hotel  properties  based on an
acquisition  appraisal,  and the cessation of depreciation on one hotel property
held for sale.

Interest income increased to $195,167 in 2000 from $167,120 in 1999.

Interest  expense  decreased to $1,543,697 in 2000 from  $1,676,134 in 1999. The
decrease  was  attributable  to the  properties  disposed  of in  1999,  minimal
short-term   borrowings   in  the  second   quarter  of  2000  and   traditional
amortization.

The provision for income taxes in the second  quarter of 2000 includes  $333,000
related to the disposal of a hotel property.  The taxable gain realized from the
transaction cannot be offset by the Company's net operating loss carryforward.

Minority  interest  increased to $34,936 in 2000 from $24,259 in 1999 reflecting
the results of operations  from the Kings Dominion  partnership and the Days Inn
Pompano hotel in 2000.

Six Months Ended June 30, 2000 Compared to the Six Months Ended June 30, 1999

Room and related  services  revenue  decreased  4.2% to $16,991,005 in 2000 from
$17,733,915  in 1999.  The decrease  was  attributable  primarily to  properties
disposed of in 2000 and 1999.  The average daily room rate  (excluding  disposed



                                       8
<PAGE>

properties)  decreased  to  $60.64  for 2000  from  $60.78  in  1999.  Occupancy
(excluding disposed properties) increased in 2000 to 60.3% from 59.7%. Excluding
the properties  disposed of in 2000 and 1999, room and related  services revenue
increased 1.2%.

Food and beverage revenues  increased 2.1% to $5,191,701 in 2000 from $5,084,482
in 1999.  This  increase  is  related  primarily  to  increased  occupancy.  The
properties  disposed  of in 2000  and 1999 had no  effect  on food and  beverage
revenues.

Management fee income  increased  62.7% to $1,663,997 in 2000 from $1,022,958 in
1999.  This  increase  is  primarily  due to the  addition  of new  third  party
management contracts. In addition,  one-time fees of approximately $124,000 were
realized in the first six months of 2000.

Total  direct  operating  expenses  decreased  0.8% to  $9,251,455  in 2000 from
$9,322,563 in 1999 and  increased as a percentage  of room and related  services
and food and beverage  revenues to 41.7% from 40.9%.  Excluding  the  properties
disposed of in 2000 and 1999, total direct operating expenses increased 2.5%.

Occupancy  expenses  decreased  6.3% to  $3,132,187  from  $3,343,550  in  1999.
Excluding  the  properties  disposed  of in 2000 and  1999,  occupancy  expenses
increased 0.6% as utility costs  increased and  maintenance  projects at various
hotels were completed.

Selling,  general and  administrative  expenses  decreased 0.8% to $5,462,629 in
2000 from  $5,508,737 in 1999 and decreased as a percentage of total revenues to
22.5%  from  22.7%.  Excluding  the  properties  disposed  of in 2000 and  1999,
selling,  general  and  administrative  expenses  increased  2.0% as  additional
regional  management  personnel  were  required  to manage the new hotels  under
contract.

Depreciation decreased by $921,621 in 2000 from $2,599,821 in 1999. The decrease
was  primarily  attributable  to the  change  in  estimated  useful  lives,  the
adjustment  of the purchase  allocation  for four hotel  properties  based on an
acquisition  appraisal,  and the cessation of depreciation on one hotel property
held for sale.

Interest income increased to $372,395 in 2000 from $364,168 in 1999.

Interest  expense  decreased to $3,075,261 in 2000 from  $3,347,204 in 1999. The
decrease  was  attributable  to the  properties  disposed  of in  1999,  minimal
short-term   borrowings  in  the  first  six  months  of  2000  and  traditional
amortization.

The provision for income taxes in the first six months of 2000 includes $333,000
related to the disposal of a hotel property.  The taxable gain realized from the
transaction cannot be offset by the Company's net operating loss carryforward.

Minority  interest  increased to $38,512 in 2000 from $34,082 in 1999 reflecting
the results of operations  from the Kings Dominion  partnership and the Days Inn
Pompano hotel in 2000.

Liquidity and Capital Resources

Total assets  decreased to  $125,770,541  at June 30, 2000 from  $127,692,489 at
December 31, 1999.

Net cash  provided by operating  activities  decreased to  $1,918,246 in the six
months  ended June 30,  2000 from  $2,755,788  in the six months  ended June 30,
1999. The decrease is primarily the result of lower  depreciation,  the increase
in  accounts  receivable  and the  decrease  in  accounts  payable  and  accrued
expenses.

Net cash provided by investing  activities  was $864,811 in the six months ended
June 30, 2000 compared to cash used in investing activities of $2,263,452 in the
six  months  ended  June 30,  1999.  The  Company  plans to spend an  additional
$582,000 on capital improvements during the remainder of 2000.

Net cash used in financing  activities  was  $3,006,432  in the six months ended
June 30, 2000  compared to  $3,224,063  used by financing  activities in the six
months ended June 30, 1999.  The change is the result of higher debt  repayments
which were offset by a decrease in restricted cash.

Earnings  before  interest,  taxes,  depreciation  and  amortization  ("EBITDA")
decreased to  $5,979,735  during the six months ended June 30, 2000  compared to
$6,083,648  for the six  months  ended  June 30,  1999.  EBITDA  is  defined  as
operating income plus depreciation and amortization.  The Company considers this
definition  of EBITDA to be an  indicative  measure of the  Company's  operating


                                       9
<PAGE>

performance because it can be used to measure the Company's abilities to service
debt, fund capital expenditures and expand its business; such information should
not be considered as an alternative to net income,  operating profit, cash flows
from  operations  or any other  operating or  liquidity  measure  prescribed  by
generally accepted accounting principles.

The Company maintains a number of commercial banking relationships and maintains
aggregate lines of credit totaling  $2,200,000,  which had no amount outstanding
at June 30, 2000.

The Company's  principal sources of liquidity are cash on hand (including escrow
deposits and replacement reserves),  cash from operations,  earnings on invested
cash and, when required, principally in connection with acquisitions, borrowings
(consisting primarily of loans secured by mortgages on real property owned or to
be acquired by the Company).  The  Company's  continuing  operations  are funded
through cash generated  from its hotel  operations.  Acquisitions  of hotels are
expected  to be  financed  through  a  combination  of cash on hand,  internally
generated cash,  issuance of equity securities and borrowings,  some of which is
likely to be secured by assets of the Company.

Seasonality

Demand at many of the Company's hotels is affected by seasonal patterns.  Demand
for hotel rooms in the industry generally tends to be lower during the first and
fourth  quarters and higher in the second and third quarters.  Accordingly,  the
Company's revenues reflect similar seasonality.

Forward Looking Statements

When used in this and in future  filings by the Company with the  Securities and
Exchange Commission, in the Company's press releases and in oral statements made
with the approval of an authorized  executive officer of the Company,  the words
or phrases  "will likely  result,"  "expects,"  "plans,"  "will  continue,"  "is
anticipated,"   "estimated,"  "project"  or  "outlook"  or  similar  expressions
(including  confirmations by an authorized  executive  officer of the Company of
any such  expressions  made by a third party with  respect to the  Company)  are
intended to identify forward-looking  statements.  The Company wishes to caution
readers not to place undue reliance on any such forward-looking statements, each
of which speak only as of the date made.  Such statements are subject to certain
risks and  uncertainties  that could cause actual  results to differ  materially
from  historical  earnings and those  presently  anticipated or projected.  Such
risks and other aspects of the Company's  business and  operations are described
in "Management's  Discussion and Analysis of Financial  Condition and Results of
Operations." The Company has no obligation to publicly release the result of any
revisions  that  may  be  made  to any  forward-looking  statements  to  reflect
anticipated or unanticipated events or circumstances occurring after the date of
such statements.

                           PART II--OTHER INFORMATION

Items 1 to 3

         None

Item 4 - Submission of Matters to a Vote of Security Holders

         The Company held its annual meeting of  stockholders  on June 28, 2000.
         The following are the results of matters  submitted to stockholders for
         a vote:
<TABLE>
<CAPTION>

         Matter                                     For         Withheld
         ------                                     ---         --------
<S>                                                 <C>           <C>
         Election of Directors:
         Class A Directors
         -----------------
         C. Scott Bartlett, Jr.                  6,004,045        5,935
         Louis S. Beck                           6,003,869        6,111
         Richard P. Lerner                       6,004,035        5,945
         Lucille Hart-Brown                      6,004,035        5,945
</TABLE>


<TABLE>
<CAPTION>

                                                    For          Against       Withheld
                                                    ---         --------       --------
<S>                                                 <C>            <C>            <C>
         Ratification of the appointment of
         Grant Thornton LLP as independent
         auditors for the year ending
         December 31, 2000                       6,006,068         857           3,056
</TABLE>



                                       10
<PAGE>

         The following directors terms of office continued after the meeting:

         Class B Directors (term expiring at 2001 Annual Meeting)
         -----------------

         Vincent W. Hatala, Jr.
         Arthur Lubell
         Paul Tipps

         Class C Directors (term expiring at 2002 Annual Meeting)
         -----------------

         Michael M. Nanosky
         Harry Yeaggy

         The Board  subsequently  filled two  vacancies  by  electing  Howard C.
         Nusbaum as a Class B Director  and  Stephen  B.  Grossman  as a Class C
         Director.

Item 5 - Other Information

         None

Item 6 -- Exhibits and Reports on Form 8-K.

     A.   Exhibits

         Exhibit 27: Financial Data Schedule

     B.   Reports on Form 8-K

         There were no reports on Form 8-K filed  during the three  months ended
         June 30, 2000.

                                   SIGNATURES

         Pursuant to the  requirements  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.

                                        JANUS HOTELS AND RESORTS, INC.

Dated:  August 11, 2000                 /s/ Richard A. Tonges
        ---------------
                                        Richard A. Tonges
                                        ---------------------------------------
                                        Treasurer and Vice President of Finance
                                        (Principal Financial and Accounting
                                        Officer)