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 March 31, 2002

                                       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) 997-2325



      (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 May 3, 2002: 7,242,524



                                       1
<PAGE>
                         JANUS HOTELS AND RESORTS, INC.

                                    FORM 10-Q

                    FOR QUARTERLY PERIOD ENDED MARCH 31, 2002
<TABLE>
<CAPTION>



Part I.     Financial Information                                                    Page No.
                                                                                     --------
<S>                 <C>                                                                 <C>
Item 1.     Financial Statements
              Unaudited Consolidated Balance Sheets As Of March 31, 2002
                and December 31, 2001                                                     3
              Unaudited Consolidated Statements Of Operations For The
                Three Months Ended March 31, 2002 and 2001                                4
              Unaudited Consolidated Statements Of Cash Flows For The
                Three Months Ended March 31, 2002 and 2001                                5
              Notes To Unaudited Consolidated Financial Statements                        6
Item 2.     Management's Discussion and Analysis Of Financial Condition
              and Results of Operations                                                   7
Part II.    Other Information
Items 1-5                                                                                10
Item 6.     Exhibits and Reports on Form 8-K                                             10
            Signature Page                                                               11
</TABLE>




























                                       2
<PAGE>

                          JANUS HOTELS AND RESORTS, INC.
<TABLE>
<CAPTION>
                       UNAUDITED CONSOLIDATED BALANCE SHEETS
                     AS OF MARCH 31, 2002 AND DECEMBER 31,2001

                                                                                           March 31,       December 31,
                                                                                             2002              2001
                                    ASSETS                                               ------------      ------------
<S>                                                                                          <C>                 <C>
Current assets:
   Cash and cash equivalents                                                             $  4,160,274      $  7,097,345
   Restricted cash                                                                          5,085,825         2,405,747
   Accounts receivable                                                                      2,407,062         2,107,968
   Current portion of notes receivable                                                        355,216         2,208,716
   Other current assets                                                                       185,649           196,512
                                                                                          -----------       -----------
     Total current assets                                                                  12,194,026        14,016,288
                                                                                          -----------       -----------

Property and equipment, net                                                                86,521,928        87,150,167
Mortgage notes receivable                                                                   3,006,457         3,029,629
Goodwill, net                                                                               7,133,384         7,133,384
Deferred tax asset                                                                             60,000            60,000
Replacement reserve                                                                         3,136,185         3,415,089
Other assets                                                                                2,519,362         2,186,566
                                                                                          -----------       -----------
                                                                                         $114,571,342      $116,991,123
                                                                                          ===========       ===========

                       LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
   Short-term debt                                                                       $  1,310,366      $  1,362,735
   Current maturity of accelerated long-term debt                                          42,266,372        42,266,372
   Current portion of long-term debt                                                        5,000,640         5,073,196
   Accounts payable                                                                         1,980,634         2,743,269
   Accrued expenses                                                                         4,742,413         3,417,549
                                                                                          -----------       -----------
     Total current liabilities                                                             55,300,425        54,863,121
                                                                                          -----------       -----------

Long-term debt, net of current portion                                                     33,582,708        33,817,936
Deferred tax liabilities                                                                    2,282,000         2,282,000
Minority interest                                                                              91,113            91,113

Stockholders' equity:
   Preferred stock, series B; par value $0.01 per share; 20,000 shares authorized;
    3,100 and 16,788.08 shares issued and outstanding, respectively                                31                31
   Common stock, par value  $0.01 per share; 15,000,000 shares authorized;
     11,804,195 shares issued                                                                 118,043           118,043
   Additional paid-in capital                                                              36,059,511        36,059,511
   Accumulated deficit                                                                     (9,562,249)       (7,791,473)
   Treasury stock, 4,561,671 and 3,880,809 common shares, at cost, respectively            (3,300,240)       (2,449,159)
                                                                                          -----------       -----------
     Total stockholders' equity                                                            23,315,096        25,936,953
                                                                                          -----------       -----------
                                                                                         $114,571,342      $116,991,123
                                                                                          ===========       ===========
</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 MARCH 31, 2002 AND 2001

                                                                                            2002            2001
                                                                                         -----------    -----------
<S>                                                                                          <C>             <C>
Revenues:
   Room and related services                                                             $ 5,630,446    $ 6,769,278
   Food and beverage                                                                       2,139,341      2,256,979
   Management fees                                                                           655,742        772,435
   Other                                                                                     181,473        232,474
                                                                                          ----------     ----------
     Total revenues                                                                        8,607,002     10,031,166
                                                                                          ----------     ----------

Operating expenses:
   Direct:
     Room and related services                                                             1,487,141      1,888,409
     Food and beverage                                                                     1,691,957      1,812,992
     Selling and general                                                                     547,848        512,345
                                                                                          ----------     ----------
       Total direct expenses                                                               3,726,946      4,213,746
                                                                                          ----------     ----------
   Occupancy expenses                                                                      1,445,436      1,704,657
   Selling, general and administrative expenses                                            2,734,858      2,690,821
   Depreciation                                                                              973,834        966,530
   Amortization                                                                               46,131         87,958
                                                                                          ----------     ----------
       Total operating expenses                                                            8,927,205      9,663,712
                                                                                          ----------     ----------

Operating income(loss)                                                                      (320,203)       367,454

Other income (expense):
   Interest expense                                                                       (1,643,035)    (1,718,848)
   Interest income                                                                           120,762        172,755
   Other                                                                                     (49,590)             -
                                                                                          ----------     ----------
Income (loss) from continuing operations before income taxes and minority interest        (1,892,066)    (1,178,639)

Provision (credit) for income taxes                                                         (152,000)      (496,000)
                                                                                          ----------     ----------
Income (loss) from continuing operations before minority interest                         (1,740,066)      (682,639)

Minority interest                                                                                  -          2,815
                                                                                          ----------     ----------
Income (loss) from continuing operations                                                  (1,740,066)      (685,454)
Gain on disposal of discontinued operations, net of taxes                                     27,415         17,415
                                                                                          ----------     ----------
Net income (loss)                                                                         (1,712,651)      (668,039)
Less preferred dividend requirement                                                           58,125         58,125
                                                                                          ----------     ----------
Net income (loss) applicable to common stock                                             $(1,770,776)   $  (726,164)
                                                                                          ==========     ==========

Basic income (loss) per common share:
   Income (loss) from continuing operations                                                   $(0.24)        $(0.09)
   Gain on disposal of discontinued operations                                                     -              -
                                                                                               -----          -----
   Net income (loss)                                                                          $(0.24)        $(0.09)
                                                                                               =====          =====

Diluted income (loss) per common share:
   Income (loss) from continuing operations                                                   $(0.24)        $(0.09)
   Gain on disposal of discontinued operations                                                     -              -
                                                                                               -----          -----
   Net income (loss)                                                                          $(0.24)        $(0.09)
                                                                                               =====          =====

Weighted average common shares:
   Basic                                                                                   7,408,957      8,447,918
                                                                                           =========      =========
   Diluted                                                                                 7,408,957      8,447,918
                                                                                           =========      =========
</TABLE>

             See notes to unaudited consolidated financial statements.

                                       4


<PAGE>

                              JANUS HOTELS AND RESORTS, INC.
<TABLE>
<CAPTION>
                      UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
                    FOR THE THREE MONTHS ENDED MARCH 31, 2002 AND 2001


                                                                                                   2002             2001
                                                                                              ---------------  --------------
<S>                                                                                                   <C>               <C>
Operating activities:
Net income (loss)                                                                                $(1,712,651)     $  (668,039)
Adjustments to reconcile net income  to net cash provided by (used in) operating activities:
   Depreciation and amortization                                                                     973,834          966,530
   Amortization of intangible assets                                                                  46,131           87,958
   Deferred taxes                                                                                          -         (391,000)
   Loss on note settlement                                                                            49,590                -
   Minority Interest                                                                                       -            2,815
Changes in operating assets and liabilities:
   Accounts receivable                                                                              (299,094)        (241,241)
   Other current assets                                                                               10,863           22,231
   Other asset                                                                                      (100,023)         352,639
   Accounts payable and accrued expenses                                                             504,104         (494,398)
                                                                                                  ----------       ----------
      Net  cash provided by (used in) operating activities                                          (527,246)        (362,505)
                                                                                                  ----------       ----------

Investing activities:
Purchases of property and equipment                                                                 (345,595)        (498,279)
Collections of notes receivable                                                                       23,172           23,173
                                                                                                  ----------       ----------
      Net cash used in investing activities                                                         (322,423)        (475,106)
                                                                                                  ----------       ----------

Financing activities:
Dividends paid                                                                                             -          (58,125)
(Increase) decrease in restricted cash                                                              (876,168)         737,216
Proceeds from short-term borrowings                                                                  203,814        1,983,010
Repayments of short-term borrowings                                                                 (256,183)      (1,858,831)
Repayments of long-term borrowings                                                                  (307,784)        (529,098)
Repurchase of common stock                                                                          (851,081)        (417,848)
                                                                                                  ----------       ----------
      Net cash used in financing activities                                                       (2,087,402)        (143,676)
                                                                                                  ----------       ----------

Decrease in cash and cash equivalents                                                             (2,937,071)        (981,287)

Cash and cash equivalents, beginning of period                                                     7,097,345        8,244,481

                                                                                                  ----------       ----------
Cash and cash equivalents, end of period                                                         $ 4,160,274      $ 7,263,194
                                                                                                  ==========       ==========

Supplemental disclosure of cash flow data:
   Interest paid                                                                                 $   535,847      $ 1,718,848
                                                                                                  ==========       ==========

   Taxes paid                                                                                    $    79,020      $   156,958
                                                                                                  ==========       ==========

Noncash investing and financing transactions:

  Conversion of preferred stock to long-tem debt                                                 $         -      $13,688,080
                                                                                                  ==========       ==========

  Acquisition of minority interest through a note                                                $         -      $   600,000
                                                                                                  ==========       ==========

  Dividends declared not paid                                                                    $    58,125      $         -
                                                                                                  ==========       ==========
</TABLE>


                 See notes to unaudited consolidated financial statements.


                                       5
<PAGE>



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



Note 1 - Basis of presentation:

         The consolidated financial statements included herein have been
         prepared by Janus Hotels and Resorts, Inc. (the "Company"), without
         audit, pursuant to the rules and regulations of the Securities and
         Exchange Commission. Certain information and footnote disclosures,
         normally included in financial statements prepared in accordance with
         accounting principles generally accepted in the United States of
         America, have been condensed or omitted as permitted by such rules and
         regulations. The Company believes the disclosures included herein are
         adequate; however, these consolidated statements should be read in
         conjunction with the financial statements and the notes thereto for the
         year ended December 31, 2001 previously filed with the Securities and
         Exchange Commission on Form 10-K.

         In the opinion of management, these unaudited, consolidated financial
         statements contain all of the adjustments (normal and recurring in
         nature) necessary to present fairly the consolidated financial position
         of the Company at March 31, 2002 and the consolidated results of
         operations and cash flows for the three-month periods ended March 31,
         2002 and 2001. The results of operations for the periods presented may
         not be indicative of those which may be expected for the full year.

Note 2 - Organization:

         As of March 31, 2002, the continuing operations of the Company were
         comprised primarily of the operation of thirteen hotels and a hotel
         management company which manages hotels for unrelated parties. Another
         owned hotel is leased to a third party.

Note 3 - Mortgage notes receivable:

         The mortgage note receivable for the sale of the Ramada Inn Kent hotel
         was satisfied on March 29, 2002 by a cash payment of $1,819,249 and
         short-term notes totaling $246,500. The funds were not received until
         April 1, 2002. As a result, as of March 31, 2002, the cash payment is
         included in Restricted cash.

Note 4 - Goodwill

         On January 1, 2002, the Company adopted Statement of Financial
         Accounting Standard No. 142 ("SFAS 142"), "Goodwill and Other
         Intangible Assets". In accordance with SFAS 142, the Company
         discontinued goodwill amortization and tested goodwill for impairment
         as of January 1, 2002 determining that no impairment loss was
         necessary. The Company will continue to test goodwill for impairment at
         least annually. Goodwill was $7,133,384 as of March 31, 2002, and was
         unchanged for the quarter then ended. The following table presents net
         income on a comparable basis, after adjustment for goodwill
         amortization:
<TABLE>
<CAPTION>
                                                                         March 31,        March 31,
                                                                           2002             2001
                                                                       -----------       ---------
<S>                                                                         <C>              <C>
                Net income (loss) applicable to common stock:
                  As reported                                          $(1,770,776)      $(726,164)
                  Goodwill amortization, net of tax                              -          29,170

                                                                        ----------        --------
                  Adjusted  net income (loss)                          $(1,770,776)      $(696,994)
                                                                        ==========        ========

                Basic and diuted earnings (loss) per common share:
                  As reported                                               $(0.24)         $(0.09)
                                                                             =====           =====

                  As adjusted                                               $(0.24)         $(0.08)
                                                                             =====           =====
</TABLE>



                                       6
<PAGE>



Note 5 - Income taxes:

         For the quarter ended March 31, 2002, the Company did not recognize a
         federal income tax benefit. The Company has concluded that it is more
         likely than not that the net operating loss for the quarter will not be
         realized prior to its expiration date. Therefore, a valuation allowance
         of $633,000 was established.

Note 6 - 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.

Note 7 - Subsequent event:

         In connection with the continuing negotiations with the loan servicer
         to reduce the interest rate on four mortgage loans on hotel properties
         in the vicinity of Cleveland, Ohio, management informally agreed with
         the loan servicer to remit any positive operating cash flow for an
         individual property, not to exceed the scheduled mortgage payment,
         until such time as a formal agreement is executed. For the five months
         commencing November 1, 2001, the Company withheld an aggregate of
         $2,447,379 in scheduled principal, interest and escrow payments. On
         April 16, 2002, in accordance with the informal agreement, the Company
         remitted $576,999.

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

Significant Accounting Policies

For a description of critical accounting policies, including those which involve
varying degrees of judgement, see "Management's Discussion and Analysis of
Financial Condition and Results of Operations" in the Company's Annual Report on
Form 10-K for the fiscal year ended December 31, 2001.

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. In the
discussion that follows, "comparable hotels" means only those hotels owned and
operated by the Company since January 1, 2001 and still owned and operated as of
March 31, 2002.

The Company had a net loss of $1,079,651 for the three months ended March 31,
2002 compared to a net loss of $668,039 for the three months ended March 31,
2001. These operating results reflect the impact of a weaker economy, primarily
in business travel declines, and the residual effects of the terrorist attacks
on September 11, 2001.

Three Months  Ended March 31, 2002  Compared to the Three Months Ended March 31,
2001

Room and related services revenue decreased 16.8% to $5,630,446 in 2002 from
$6,769,278 in 2001. For comparable hotels: (i) the average daily room rate
decreased to $59.62 for 2002 from $60.40 in 2001; (ii) occupancy decreased in
2002 to 47.9% from 48.2% in 2001; and (iii) room and related services revenue
decreased 6.0% from $5,990,488 in 2001.

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 5.2% to $2,139,341 in 2002 from $2,256,979 in 2001. This
decrease is related primarily to decreased occupancy and lower catering sales.

Management fee income decreased 15.1% to $655,742 in 2002 from $772,435 in 2001.
This decrease is due to lower operating results at the managed properties which
were offset by slightly higher renovation fees.

Total direct operating expenses decreased 11.6% to $3,726,946 in 2002 from
$4,213,746 in 2001 and increased as a percentage of room and related services
and food and beverage revenues to 48.0% from 46.7%. Total direct operating
expenses decreased 5.5% for comparable hotels.


                                       7
<PAGE>

Occupancy expenses decreased 15.2% to $1,445,436 from $1,704,657 in 2002. At
comparable hotels occupancy expenses decreased 5.1%.

Selling, general and administrative expenses increased 1.6% to $2,734,858 in
2002 from $2,690,821 in 2001 and increased as a percentage of total revenues to
31.8% from 26.8%. For comparable hotels selling, general and administrative
expenses increased 6.5%. This increase was attributable to higher wage, legal,
professional, health insurance and general insurance costs.

Depreciation increased by $7,304 in 2002 from $966,530 in 2001. For comparable
hotels depreciation increased $55,354.

Interest income decreased to $120,762 in 2002 from $172,755 in 2001. This
decrease is due to lower available funds and to reduced interest rates.

Interest expense decreased to $1,643,035 in 2002 from $1,718,848 in 2001. The
decrease was attributable to the property disposed of in 2001 and traditional
amortization.

There was no minority interest expense in 2002 because during 2001 the Company
acquired the minority interest in Kings Dominion partnership and sold the Days
Inn Pompano hotel.

The Company has used an effective tax rate of 42% to calculate its tax credit
for the three months ended March 31, 2002.

Liquidity and Capital Resources

Total assets decreased to $114,571,342 at March 31, 2002 from $116,991,123 at
December 31, 2001.

Net cash used in operating activities was $527,246 in the three months ended
March 31, 2002 compared to net cash used in operating activities of $362,505 in
the three months ended March 31, 2001. The increase is primarily the result of
the net loss for the three months ended March 31, 2002, the increase in accounts
receivable and the decrease in accounts payable and accrued expenses.

Net cash used in investing activities decreased to $322,423 in the three months
ended March 31, 2002 from $475,106 in the three months ended March 31, 2001 due
to lower capital expenditures. The Company plans to spend an additional
$1,282,000 on capital improvements during the remainder of 2002.

Net cash used in financing activities was $2,087,402 in the three months ended
March 31, 2002 compared to $143,676 used in financing activities in the three
months ended March 31, 2001. The change is the result of an increase in
restricted cash and an increase in the repurchase of common stock. The increase
in restricted cash primarily represents deposits into an interest-bearing escrow
account controlled by the Company for payments on mortgage loans on which
management suspended payment as described in the second following paragraph.

The mortgage note receivable for the sale of the Ramada Inn Kent hotel was
satisfied on March 29, 2002 by a cash payment of $1,819,249 and short-term notes
totaling $246,500. The funds were not received until April 1, 2002. As a result,
as of March 31, 2002, the cash payment is included in Restricted cash.
Settlement of the mortgage note resulted in a loss of $49,590, which is included
in Other income (expense).

At March 31, 2002, the Company was in default for nonpayment on four mortgage
loans totaling $42,266,372 which are collateralized by hotel properties with a
net book value of $41,022,794 in the vicinity of Cleveland, Ohio, but which are
otherwise non-recourse to the other assets of the Company. Management suspended
payments on these loans on November 1, 2001 as a means of inducing the mortgage
loan servicer to engage in discussions regarding the renegotiation of the loans'
interest rate. The Company and the mortgage loan servicer have entered into a
pre-negotiation agreement which describes each party's rights and remedies under
the current loan documents. Due to the Company's suspension of loan repayments,
the outstanding indebtedness may be declared due and payable, in full, at any
time. Accordingly, the amount of such indebtedness is classified as a current
liability as of March 31, 2002. Management believes that the applicable interest
rate is substantially in excess of current market rates. However, substantial
prepayment penalties preclude the possibility of refinancing these loans in the
absence of cooperation by the existing lenders. The loans are held in a
syndicated pool of commercial mortgage loans which makes the possibility of a


                                       8
<PAGE>

modification of loan terms very difficult. While negotiations are continuing
with the mortgage loan servicer, the Company is unable to predict at this time
whether such discussions will result in modifications to the terms of the
applicable mortgage loans. Moreover, management of the Company has not evaluated
its options if the discussions with the mortgage loan servicer are fruitless.
While negotiations continue, management has informally agreed with the mortgage
loan servicer to make payments equal to the positive operating cash flow of an
individual property not to exceed the scheduled mortgage payment until such time
as a formal agreement is executed. At the date of filing this report, the total
arrearage was $2,964,112.

The Company maintains a number of commercial banking relationships and maintains
aggregate lines of credit totaling $6,500,000, which had $1,799,324 outstanding
at March 31, 2002.

The Company's contractual obligations at March 31, 2002, and the effect such
obligations are expected to have on its liquidity and cash flow in future
periods have not changed materially since December 31, 2001.

During the first quarter of 2002, the Company purchased 680,862 shares of its
common stock for $851,081. As of March 31, 2002, approximately $455,000 remains
under board authorization for common share repurchases.

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 are
likely to be secured by assets of the Company.

Earnings before interest, taxes, depreciation and amortization ("EBITDA")
decreased to $699,762 during the three months ended March 31, 2002 compared to
$1,421,942 for the three months ended March 31, 2001 due to the factors
described above. 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 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.

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. All such forward-looking statements
involve risks and uncertainties that could cause actual results to differ
materially from those projected in the forward-looking statements, including
without limitation, the impacts of the terrorist attacks of September 11, 2001
on the travel and hospitality industries; the duration and severity of the
recent downturn in the economy; the seasonality of the hotel business; general
real estate and economic conditions; the cost and availability of capital for
scheduled maintenance, renovations and expansion; government and regulatory
action affecting the hotel industry; the Company's ability to generate adequate
working capital to sustain its operations, described under the heading
"Liquidity and Capital Resources" above; and the other risks and uncertainties
set forth in the annual, quarterly and current reports of the Company. 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.





                                       9
<PAGE>



                           PART II--OTHER INFORMATION

Items 1 to 2

         None

Item 3 - Defaults Upon Senior Securities

         At March 31, 2002, the Company was in default for nonpayment on four
         mortgage loans totaling $42,266,372 which are collateralized by hotel
         properties with a net book value of $41,022,794 in the vicinity of
         Cleveland, Ohio, but which are otherwise non-recourse to the other
         assets of the Company. Management suspended payments on these loans on
         November 1, 2001 as a means of inducing the mortgage loan servicer to
         engage in discussions regarding the renegotiation of the loans'
         interest rate. The Company and the mortgage loan servicer have entered
         into a pre-negotiation agreement which describes each party's rights
         and remedies under the current loan documents. Due to the Company's
         suspension of loan repayments, the outstanding indebtedness may be
         declared due and payable, in full, at any time. Accordingly, the amount
         of such indebtedness is classified as a current liability as of March
         31, 2002. Management believes that the applicable interest rate is
         substantially in excess of current market rates. However, substantial
         prepayment penalties preclude the possibility of refinancing these
         loans in the absence of cooperation by the existing lenders. The loans
         are held in a syndicated pool of commercial mortgage loans which makes
         the possibility of a modification of loan terms very difficult. While
         negotiations are continuing with the mortgage loan servicer, the
         Company is unable to predict at this time whether such discussions will
         result in modifications to the terms of the applicable mortgage loans.
         Moreover, management of the Company has not evaluated its options if
         the discussions with the mortgage loan servicer are fruitless. While
         negotiations continue, management has informally agreed with the
         mortgage loan servicer to make payments equal to the positive operating
         cash flow of an individual property not to exceed the scheduled
         mortgage payment until such time as a formal agreement is executed. At
         the date of filing this report, the total arrearage was $2,964,112.

Items 4 and 5

         None

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

     A.  Exhibits

          Exhibit No.      Description
          10.13            Lease agreement between the Company and Union Savings
                           Bank dated January 1, 1999.

          10.13(a)         First lease amendment between the Company and Union
                           Savings Bank dated January 1, 2002

          10.14            Lease agreement between the Company and Beck Group of
                           Boca dated January 1, 2002


     B.  Reports on Form 8-K

         There were no reports on Form 8-K for the three months ended March 31,
         2002.





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<PAGE>




                                   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:  May 13, 2002                /s/ Richard A. Tonges
        ------------
                                    Richard A. Tonges
                                    -------------------------------------------
                                    Treasurer and Vice President of Finance
                                    (Principal Financial and Accounting
                                    Officer)












































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