<PAGE>

--------------------------------------------------------------------------------
--------------------------------------------------------------------------------

                       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 SEPTEMBER 30, 2001

                                       OR

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

        FOR THE TRANSITION PERIOD FROM ____________ TO ____________

                        COMMISSION FILE NUMBER: 1-13173

                               BOCA RESORTS, INC.
             (Exact Name of Registrant as Specified in its Charter)

<Table>
<S>                                            <C>
                  DELAWARE                                      65-0676005
          (State of Incorporation)                 (I.R.S. Employer Identification No.)
            501 EAST CAMINO REAL
             BOCA RATON, FLORIDA                                   33432
  (Address of Principal Executive Offices)                      (Zip Code)
</Table>

       Registrant's telephone number, including area code: (561) 447-5300

Former Name, Former Address and Former Fiscal Year, if Changed Since Last
Report: NOT APPLICABLE

     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 [ ]

     As of November 9, 2001, there were 39,446,610 shares of Class A Common
Stock, $.01 par value per share, and 255,000 shares of Class B Common Stock,
$.01 par value per share, outstanding.

--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
<PAGE>

                        PART I -- FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                               BOCA RESORTS, INC.

                UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
                       (IN THOUSANDS, EXCEPT SHARE DATA)

<Table>
<Caption>
                                                              SEPTEMBER 30,   JUNE 30,
                                                                  2001          2001
                                                              -------------   --------
<S>                                                           <C>             <C>
ASSETS
Current assets:
  Cash and cash equivalents.................................    $ 22,303      $  9,909
  Restricted cash...........................................       3,675           500
  Accounts receivable, net..................................      21,346        23,415
  Inventory.................................................       7,169         7,232
  Current portion of Premier Club notes receivable..........       3,916         4,009
  Other current assets......................................      16,161         6,003
  Net assets of discontinued operations.....................          --        45,711
                                                                --------      --------
          Total current assets..............................      74,570        96,779
Property and equipment, net.................................     807,356       792,094
Intangible assets, net......................................      34,518        34,518
Long-term portion of Premier Club notes receivable, net.....       8,081         8,224
Other assets................................................      13,205        14,517
                                                                --------      --------
          Total assets......................................    $937,730      $946,132
                                                                ========      ========

LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
  Accounts payable and accrued expenses.....................    $ 32,876      $ 32,402
  Current portion of deferred revenue and advance
     deposits...............................................      31,305        18,683
  Net liabilities of discontinued operations................      23,638            --
  Current portion of credit lines and notes payable.........         214           209
                                                                --------      --------
          Total current liabilities.........................      88,033        51,294
Credit lines and notes payable..............................         287           342
Deferred revenue, net of current portion....................      36,202        35,479
Other liabilities...........................................       9,983        10,160
Deferred income taxes.......................................      24,760        32,436
Senior subordinated notes payable...........................     222,960       272,960
Premier Club refundable membership fees.....................      57,589        57,818
Commitments and contingencies
Shareholders' equity:
  Class A Common Stock, $.01 par value, 100,000,000 shares
     authorized and 39,618,610 and 39,621,027 shares issued
     and outstanding at September 30, 2001 and June 30,
     2001, respectively.....................................         396           396
  Class B Common Stock, $.01 par value, 10,000,000 shares
     authorized and 255,000 shares issued and outstanding at
     September 30, 2001 and June 30, 2001...................           3             3
  Contributed capital.......................................     464,684       464,626
  Retained earnings.........................................      32,833        20,618
                                                                --------      --------
          Total shareholders' equity........................     497,916       485,643
                                                                --------      --------
          Total liabilities and shareholders' equity........    $937,730      $946,132
                                                                ========      ========
</Table>

          See accompanying notes to consolidated financial statements.

                                        1
<PAGE>

                               BOCA RESORTS, INC.

           UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                    FOR THE THREE MONTHS ENDED SEPTEMBER 30
                     (IN THOUSANDS, EXCEPT PER SHARE DATA)

<Table>
<Caption>
                                                               2001        2000
                                                              -------    --------
<S>                                                           <C>        <C>
Revenue:
  Leisure and recreation....................................  $39,520    $ 59,585
Operating expenses:
  Cost of leisure and recreation services...................   24,046      32,919
  Selling, general and administrative expenses..............   19,300      24,533
  Amortization and depreciation.............................    7,710       9,633
                                                              -------    --------
          Total operating expenses..........................   51,056      67,085
                                                              -------    --------
Operating loss..............................................  (11,536)     (7,500)
Interest and other income...................................      717         292
Interest and other expense..................................   (6,954)    (14,140)
                                                              -------    --------
Loss from continuing operations before income taxes.........  (17,773)    (21,348)
Benefit for income taxes....................................    7,109          --
                                                              -------    --------
Loss from continuing operations.............................  (10,664)    (21,348)
Loss from discontinued operations, net of income tax
  benefit...................................................       --      (6,236)
Gain on disposition of discontinued operations, net of
  income taxes..............................................   23,728          --
Extraordinary loss on early retirement of debt, net of
  income tax benefit........................................     (849)         --
                                                              -------    --------
Net income (loss)...........................................  $12,215    $(27,584)
                                                              =======    ========
Loss per share from continuing operations...................  $ (0.27)   $  (0.52)
Income (loss) per share from discontinued operations........     0.59       (0.15)
Loss per share from extraordinary item......................    (0.02)         --
                                                              -------    --------
Net income (loss) per share -- basic and diluted............  $  0.31    $  (0.68)
                                                              =======    ========
Shares used in computing income (loss) per share -- basic
  and diluted...............................................   39,931      40,861
                                                              =======    ========
</Table>

          See accompanying notes to consolidated financial statements.

                                        2
<PAGE>

                               BOCA RESORTS, INC.

           UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                    FOR THE THREE MONTHS ENDED SEPTEMBER 30
                                 (IN THOUSANDS)

<Table>
<Caption>
                                                               2001        2000
                                                              -------    --------
<S>                                                           <C>        <C>
Operating activities:
  Net income (loss).........................................  $12,215    $(27,584)
  Extraordinary loss on early extinguishment of debt, net of
     benefit for income taxes...............................      849          --
  Adjustments to reconcile income before extraordinary loss,
     net of benefit for income taxes to net cash provided by
     operating activities:
       Amortization and depreciation........................    7,710       9,633
       Imputed interest on indebtedness with no stated
        rate................................................       --         240
       Loss from discontinued operations, net of benefit for
        income taxes........................................       --       6,236
       Gain on disposition of discontinued operations, net
        of income taxes.....................................  (23,728)         --
  Changes in operating assets and liabilities
       Accounts receivable..................................    2,069       5,447
       Other assets.........................................    1,150         290
       Accounts payable and accrued expenses................      483       7,457
       Deferred revenue and other liabilities...............    5,906      15,704
       Net assets/liabilities from discontinued
        operations..........................................       --      28,822
                                                              -------    --------
          Net cash provided by operating activities.........    6,654      46,245
                                                              -------    --------
Investing activities:
  Net proceeds from the disposition of discontinued
     operations.............................................   81,919          --
  Capital expenditures......................................  (22,929)    (14,970)
  Change in restricted cash.................................   (3,175)     (5,758)
  Cash used in investing activities from discontinued
     operations.............................................       --      (7,598)
                                                              -------    --------
          Net cash provided by (used in) investing
           activities.......................................   55,815     (28,326)
                                                              -------    --------
Financing activities:
  Borrowings under credit facilities........................       --      25,499
  Payments under long-term debt agreements and credit
     facilities.............................................      (50)    (36,864)
  Repurchases of 9.875% senior subordinated notes payable...  (50,000)         --
  Repurchases of common stock...............................     (555)         --
  Proceeds from exercise of stock options...................      530          --
  Cash used in financing activities from discontinued
     operations.............................................       --      (2,500)
                                                              -------    --------
          Net cash used in financing activities.............  (50,075)    (13,865)
                                                              -------    --------
Cash used in continuing operations..........................  (69,525)    (20,906)
Cash provided by discontinued operations....................   81,919      24,960
Cash and cash equivalents, at beginning of period...........    9,909       7,796
                                                              -------    --------
Cash and cash equivalents, at end of period.................  $22,303    $ 11,850
                                                              =======    ========
</Table>

          See accompanying notes to consolidated financial statements.

                                        3
<PAGE>

                               BOCA RESORTS, INC.

         NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1.  BASIS OF PRESENTATION

     The accompanying unaudited Condensed Consolidated Financial Statements of
Boca Resorts, Inc. and subsidiaries (the "Company") have been prepared in
accordance with generally accepted accounting principles for interim financial
statements and with the instructions to Form 10-Q and Article 10 of Regulation
S-X. Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles for complete financial
statements.

     In the opinion of management, the financial information furnished in this
report reflects all material adjustments (including normal recurring accruals)
necessary for a fair presentation of the results for the interim periods
presented. The results of operations for the three months ended September 30,
2001 are not necessarily indicative of the results to be expected for the entire
year primarily due to seasonal variations and because the three months ended
September 30, 2001 included a non-recurring gain on the disposition of the
entertainment and sports business. See Notes 2 and 6. All significant
intercompany accounts have been eliminated.

2.  NATURE OF OPERATIONS

     The Company is an owner and operator of five luxury resorts located in
Florida with hotels, conference facilities, golf courses, spas, marinas and
private clubs. The Company's resorts include the Boca Raton Resort & Club (Boca
Raton), the Registry Resort at Pelican Bay (Naples), the Edgewater Beach Hotel
(Naples), the Hyatt Regency Pier 66 Hotel and Marina (Fort Lauderdale), and the
Radisson Bahia Mar Resort and Yachting Center (Fort Lauderdale). The Company
also owns and operates two championship golf courses located in Florida, Grande
Oaks Golf Club in Davie and Naples Grande Golf Club in Naples.

     On July 25, 2001, the Company sold its entertainment and sports business,
which primarily consisted of the operations of the Florida Panthers Hockey Club
and related arena management operations. Accordingly, the Company's
entertainment and sports business has been accounted for as discontinued
operations and the accompanying Consolidated Financial Statements presented
herein have been restated to report separately the net assets or liabilities and
operating results of this discontinued operation. See Note 6.

3.  EARNINGS PER COMMON SHARE

     Basic earnings per share equals net income divided by the number of
weighted average common shares outstanding. Diluted earnings per share includes
the effects of common stock equivalents to the extent they are dilutive.

     The following options to purchase shares of common stock were outstanding
during the periods presented, but were not included in the computation of
earnings per share because the Company reported a loss from continuing
operations during the periods and, therefore, the effect would be antidilutive.

<Table>
<Caption>
                                                               THREE MONTHS ENDED
                                                                 SEPTEMBER 30,
                                                              --------------------
                                                                2001        2000
                                                              --------    --------
                                                                 (IN THOUSANDS)
<S>                                                           <C>         <C>
Number of shares covered by options.........................     5,758       5,036
                                                              ========    ========
</Table>

4.  INCOME TAXES

     The Company recorded a benefit for income taxes from continuing operations
in the amount of $7.1 million during the three months ended September 30, 2001.
No benefit for income taxes was recorded during the three months ended September
30, 2000 due to an offsetting increase in the Company's valuation allowance.
Realization of future tax benefits related to deferred tax assets is dependent
on many factors,

                                        4
<PAGE>
                               BOCA RESORTS, INC.

       NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS --
                                  (CONTINUED)

including the Company's ability to generate future taxable income. The valuation
allowance is adjusted in the period management determines it is more likely than
not that deferred tax assets will or will not be realized. Management considered
these factors in reaching its conclusion to record a benefit for income taxes
from continuing operations during the three months ended September 30, 2001.

5.  SUPPLEMENTAL CASH FLOW INFORMATION

     Non-cash investing activities supplemental to the Consolidated Statements
of Cash Flows include an $11.2 million note receivable, which was a component of
the consideration paid by the purchasers of the entertainment and sports
business. See Note 6.

6.  SALE OF ENTERTAINMENT AND SPORTS BUSINESS

     On July 25, 2001 the Company sold its entertainment and sports business.
The selling price for the business, which incorporated certain working capital
adjustments, consisted of $83.5 million in cash, an $11.2 million secured
promissory note (which matures January 26, 2002) and the assumption by the
purchasers of certain off-balance sheet contingencies including a $10 million
construction obligation secured by a performance bond. The net proceeds from the
sale of the business after payment of disposal costs and income taxes is
estimated to be between $69.0 million and $69.5 million and the gain on
disposition was $23.7 million. Net liabilities from discontinued operations
included in the accompanying Consolidated Balance Sheet in the amount of $23.6
million at September 30, 2001 represents estimated income taxes payable
associated with the gain on the sale and other disposal costs.

7.  RECENTLY IMPLEMENTED ACCOUNTING STANDARDS

     On July 1, 2001, the Company early adopted Statement of Financial
Accounting Standards No. 142, "Goodwill and Other Intangible Assets" which
states, among other things, that goodwill is no longer subject to amortization
over its estimated useful life. Under the statement, goodwill shall be tested
for impairment at a level of reporting referred to as a reporting unit. If the
carrying amount of reporting unit goodwill exceeds the implied fair value of
that goodwill, an impairment loss shall be recognized in an amount equal to that
excess. Under the statement, the Company must complete the goodwill transition
impairment test by December 31, 2001, however, management does not expect to
recognize an impairment charge at such time. As a result of the early adoption
of the provisions of this statement, amortization expense for the three months
ended September 20, 2001 was $231,000 less than during the three months ended
September 30, 2000.

8.  COMPREHENSIVE INCOME (LOSS)

     Comprehensive income (loss) was the same as net income (loss) for the three
months ended September 30, 2001 and 2000.

                                        5
<PAGE>

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

     This report may not contain all the information that is important to you.
This section should be read together with the Annual Report on Form 10-K for the
fiscal year ended June 30, 2001 because the Form 10-K provides substantially
greater detail.

SEASONALITY

     The resort operations are generally seasonal. The resorts historically
experience greater revenue, costs and profits in the second and third quarters
of the fiscal year ended June 30 due to increased occupancy and room rates
during the winter months.

EVENTS OF SEPTEMBER 11

     On September 11, 2001, there were terrorist attacks on New York's World
Trade Center towers and on the Pentagon, which involved the hijacking of four
U.S. commercial aircraft. In the weeks immediately following the September 11
attacks, the Company's results of operations were significantly adversely
affected by travel disruption and short-term cancellation of group bookings at
its properties. While the magnitude and duration of these effects is unknown and
cannot be predicted, the Company's results of operations for the three months
ending December 31, 2001 will be negatively impacted by the aftermath of the
September 11 attacks. Management continues to undertake a broad range of cost
containment initiatives, which have partially mitigated the decrease in revenue.
As a result of these initiatives and a gradual improvement to more normal
business and leisure patterns, management has begun to observe modest increases
in occupancy and room rate from their recently depressed levels, though they
remain below prior year levels.

                                        6
<PAGE>

PRO FORMA RESULTS OF OPERATIONS

     The accompanying tables and associated discussion are set forth on a pro
forma basis for the prior year, which excludes the operating results from the
Arizona Biltmore Resort & Spa, which was sold in December 2000, and the
entertainment and sports business, which was sold in July 2001, and gives effect
to the application of the related proceeds as if such assets were sold at the
beginning of the period. The table to follow outlines pro forma operating data
from continuing operations for the three months ended September 30 (in 000's).

<Table>
<Caption>
                                                                2001        2000
                                                              --------    --------
<S>                                                           <C>         <C>
Revenue:
  Leisure and recreation....................................  $ 39,520    $ 45,091
Operating expenses:
  Cost of leisure and recreation services...................    24,046      25,750
  Selling, general and administrative expenses:
     Leisure and recreation.................................    17,761      17,797
     Corporate..............................................     1,539       1,769
  Amortization and depreciation:
     Leisure and recreation.................................     7,643       7,169
     Corporate..............................................        67          75
                                                              --------    --------
          Total operating expenses..........................    51,056      52,560
                                                              --------    --------
  Operating loss:
     Leisure and recreation.................................    (9,930)     (5,625)
     Corporate..............................................    (1,606)     (1,844)
                                                              --------    --------
          Total operating loss..............................   (11,536)     (7,469)
Interest and other income...................................       717         695
Interest and other expense..................................    (6,954)     (7,577)
                                                              --------    --------
Loss from continuing operations before income taxes.........  $(17,773)   $(14,351)
                                                              ========    ========
EBITDA (loss):
     Leisure and recreation.................................  $ (2,287)   $  1,544
     Corporate..............................................    (1,539)     (1,769)
                                                              --------    --------
          Total.............................................  $ (3,826)   $   (225)
                                                              ========    ========
Adjusted EBITDA (loss):
     Leisure and recreation.................................  $ (1,706)   $  4,134
     Corporate..............................................    (1,539)     (1,769)
                                                              --------    --------
          Total.............................................  $ (3,245)   $  2,365
                                                              ========    ========
</Table>

     The Company reported a loss from continuing operations before income taxes
in the amount of $17.8 million during the three months ended September 30, 2001,
compared to a pro forma loss of $14.4 million during the three months ended
September 30, 2000. While the Company's earnings are historically lowest during
the first fiscal quarter because of decreased demand for its Florida resorts
during the summer months, income from continuing operations during the three
months ended September 30, 2001 was adversely affected by a decrease in revenue
following the September 11 terrorist attacks. Revenue for the three months ended
September 30, 2001 decreased 12%, to $39.5 million, down from $45.1 million on a
pro forma basis during the three months ended September 30, 2000.

                                        7
<PAGE>

     Select operating data for the Company's leisure and recreation business for
the three months ended September 30 is set forth below (in 000's except
operating statistics and pro forma information for the prior year):

<Table>
<Caption>
                                                               THREE MONTHS ENDED
                                                          ----------------------------
                                                           2001       2000      % CHG.
                                                          -------    -------    ------
<S>                                                       <C>        <C>        <C>
Revenue:
  Room revenue..........................................  $13,874    $17,033      19%
  Non-room related revenue..............................   25,646     28,058       9%
                                                          -------    -------
          Total leisure and recreation revenue..........  $39,520    $45,091      12%
Operating Statistics:
Available room nights...................................  205,988    206,080      --
Average daily rate......................................  $131.51    $128.94       2%
Occupancy...............................................     51.2%      64.1%    (20)%
Room revenue per available room.........................  $ 67.35    $ 82.65     (19)%
Total leisure and recreation revenue per available
  room..................................................  $191.86    $218.81     (12)%
</Table>

REVENUE

     Leisure and recreation revenue totaled $39.5 million during the three
months ended September 30, 2001 compared to pro forma revenue of $45.1 million
during the three months ended September 30, 2000. Immediately prior to the
events of September 11 room revenue was about flat with the same period last
year. During the weeks immediately following September 11, the Company was able
to hold its average daily rate to pre-established levels, however, occupancy
dropped off sharply as leisure customers and corporate groups cancelled or
postponed their stays. Management estimates that the loss in revenue for the
quarter attributable to the events of September 11 and its aftermath
approximated $5.4 million.

RESORT OPERATING EXPENSES

     Cost of leisure and recreation services totaled $24.0 million, or 61% of
revenue, during the three months ended September 30, 2001 compared to pro forma
cost of leisure and recreation services of $25.8 million, or 57% of revenue,
during the three months ended September 30, 2000.

     Selling, general and administrative expenses ("S,G&A") of the leisure and
recreation business totaled $17.8 million, or 45% of revenue, during three
months ended September 30, 2001, compared to pro forma S,G&A of $17.8 million,
or 40% of pro forma revenue, during the three months ended September 30, 2000.
S,G&A of the leisure and recreation business includes, among other items,
administrative payroll costs, selling and marketing expenses, energy and
property costs, insurance, real estate taxes, franchise agreement fees and other
administrative expenses.

     While certain reductions were made to variable expenses such as direct
labor costs by September 30, 2001, management continues to actively work with
the Company's resort managers to substantially reduce the operating costs of
each resort. These initiatives include further reducing labor costs,
streamlining staffing and service delivery and, to a lesser extent, reducing
non-peak hours of operations at resort restaurants and retail outlets.

     Amortization and depreciation expense for the leisure and recreation
business was $7.6 million during the three months ended September 30, 2001
compared to $7.2 million on a pro forma basis during the three months ended
September 30, 2000. The increase during the three months ended September 30,
2001 compared to the three months ended September 30, 2000 was primarily due to
the completion of several capital projects at the Boca Raton Resort & Club and
Registry Resort resulting in additional depreciation expense, partially offset
by a reduction in amortization expense. See Note 7 to the Consolidated Financial
Statements.

                                        8
<PAGE>

RESORT OPERATING LOSS

     Operating loss for the leisure and recreation business totaled $9.9 million
during the three months ended September 30, 2001 compared to a pro forma
operating loss of $5.6 million during the three months ended September 30, 2000.
As indicated above, the decrease in operating results for the three months ended
September 30, 2001 compared to the three months ended September 30, 2000 was
primarily the result of a decrease in revenue following the September 11
terrorist attacks.

CORPORATE GENERAL AND ADMINISTRATIVE EXPENSES

     Corporate general and administrative expenses totaled $1.5 million during
the three months ended September 30, 2001 compared to pro forma corporate
general and administrative expenses of $1.8 million during the three months
ended September 30, 2000. Corporate general and administrative expenses
decreased during the three months ended September 30, 2001 primarily because of
a decline in legal expense.

INTEREST AND OTHER INCOME

     Interest and other income totaled $717,000 during the three months ended
September 30, 2001 compared to pro forma interest and other income of $695,000
during the three months ended September 30, 2000. Interest and other income
includes interest earned on the Company's interest bearing cash balance together
with interest recognized on an $11.2 million secured promissory note received as
part of the consideration for the sale of the entertainment and sports business.
See Note 6 to the Consolidated Financial Statements.

INTEREST AND OTHER EXPENSE

     Interest and other expense totaled $7.0 million during the three months
ended September 30, 2001 compared to pro forma interest and other expense of
$7.6 million during the three months ended September 30, 2000. Interest and
other expense reflects the $271.9 million average principal amount of 9.875%
Senior Subordinated Notes (the "Notes") actually outstanding during the three
months ended September 30, 2001, an unused fee equal to .5% on the Company's
$146.0 million secured revolving credit facility and amortization of related
debt issuance costs, offset by capitalized interest. The change in interest and
other expense during the three months ended September 30, 2001 and 2000 was the
result of fluctuations in the amount of capitalized interest on qualifying
projects.

EBITDA (LOSS)

     EBITDA (loss) represents earnings (losses) before extraordinary items,
interest expense, interest income, income taxes, depreciation and amortization.
EBITDA and Adjusted EBITDA (see below) are used by management and certain
investors as indicators of the Company's historical ability to service debt, to
sustain potential future increases in debt and to satisfy capital requirements.
However, neither EBITDA nor Adjusted EBITDA is intended to represent cash flows
for the period. In addition, they have not been presented as alternatives to
either (a) operating income (as determined by GAAP) as an indicator of operating
performance or (b) cash flows from operating, investing and financing activities
(as determined by GAAP) and are thus susceptible to varying calculations. EBITDA
as presented may not be comparable to other similarly titled measures of other
companies. EBITDA loss totaled $3.8 million during the three months ended
September 30, 2001 compared to a pro forma EBITDA loss of $225,000 during the
three months ended September 30, 2000. As indicated above, the Company's
operating results were adversely affected by a decrease in revenue following the
September 11 terrorist attacks.

ADJUSTED EBITDA

     Adjusted EBITDA represents EBITDA plus the amount of net membership fees
deferred during the periods presented. The net membership fees deferred
represents the quarterly change in deferred revenue arising from the Premier
Clubs at the Boca Raton Resort & Club, Naples Grande and Grande Oaks Golf Clubs.
Net memberships deferred totaled $581,000 and $2.6 million during the three
months ended September 30, 2001 and 2000, respectively. The Company opened
Naples Grande Golf Club in February
                                        9
<PAGE>

2000, which resulted in strong introductory membership sales during its initial
twelve-month sales season, which are reflected in the net memberships deferred
during the three months ended September 30, 2000. At the same time, the Boca
Raton Resort & Club's September 2001 membership sales were adversely impacted by
the aftermath of the September 11 attacks. October 2001 membership sales at the
Boca Raton Resort & Club have recovered and are modestly ahead of last year's
pace.

EXTRAORDINARY LOSS

     The Company recorded an $849,000 extraordinary loss (net of a benefit for
income taxes) relating to the repurchase of $50.0 million principal amount of
its Notes during the three months ended September 30, 2001. The extraordinary
loss substantially represents the non-cash charge-off of a pro rata portion of
the debt issuance costs previously capitalized when the Notes were issued.

LIQUIDITY AND CAPITAL RESOURCES

     Unrestricted cash and cash equivalents increased to $22.3 million at
September 30, 2001, from $9.9 million at June 30, 2001. The major components of
the change are discussed below.

  Net Cash Provided by Operating Activities

     Net cash provided by operating activities totaled $6.7 million and $46.2
million during the three months ended September 30, 2001 and 2000, respectively.
The decrease in cash flow from operating activities during the three months
ended September 30, 2001 compared to the three months ended September 30, 2000
was primarily because the Company received $35.1 million in cash from the
entertainment and sports business during the prior year three month period which
represented collection of funds for advance season ticket sales to Florida
Panther Hockey Club home games and cash received as the operator of the National
Car Rental Center (the arena that serves as home to the Florida Panthers Hockey
Club). During the three months ended September 30, 2001, the Company sold the
entertainment and sports business, and accordingly, received no cash from
operating activities from such business.

  Net Cash Provided by (Used in) Investing Activities

     Net cash provided by investing activities amounted to $55.8 million during
the three months ended September 30, 2001, compared to net cash used in
investing activities of $28.3 million during the three months ended September
30, 2000. The change was largely the result of the sale of the entertainment and
sports business, which yielded proceeds of $81.9 million. The Company expects to
receive an additional $11.2 million associated with the disposition of the
entertainment and sports business when a secured note receivable matures in
January 2002 and expects to pay $23.6 million in income taxes and other disposal
costs by the conclusion of the current fiscal year (resulting in net proceeds
from the sale of approximately $69.5 million).

     Capital expenditures totaled $22.9 million during the three months ended
September 30, 2001 compared to $15.0 million during the three months ended
September 30, 2000. During the three months ended September 30, 2001, the
Company continued construction on various projects at the Boca Raton Resort &
Club including a new Marina Wing with 112 water-view rooms, a new
state-of-the-art spa complex as well as a new golf clubhouse with casual
restaurant. Management anticipates the spa and golf clubhouse to be completed in
December 2001 and the Marina Wing to be completed in the first calendar quarter
of 2002.

     During the three months ended September 30, 2000, capital spending
primarily related to continued spending on a luxury guestroom renovation at the
Boca Raton Resort & Club; construction of a new pool/aquatic center, 6,000
square feet of additional conference space and enhancements to the beach
facility and boardwalk at the Registry Resort; and spending on a guestroom
renovation at the Bahia Mar Resort and Yachting Center.

     Restricted cash increased $3.2 million from June 30, 2001 to September 30,
2001 and primarily represented cash escrowed in connection with the sale of the
entertainment and sports business, which is scheduled to be released in January
2002. Restricted cash increased $5.8 million from June 30, 2000 to

                                        10
<PAGE>

September 30, 2000 and related to escrow accounts maintained in accordance with
the terms of mortgage-note agreements, which notes were subsequently paid by the
Company.

     Cash used in investing activities from discontinued operations totaled $7.6
million during the three months ended September 30, 2000 and represents the
increase in restricted cash. No cash was used in investing activities from
discontinued operations during the three months ended September 30, 2001 as a
result of the sale.

  Cash Used in Financing Activities

     Net cash used in financing activities amounted to $50.0 million during the
three months ended September 30, 2001 and includes the repurchase of $50.0
million principal amount of Notes. Net cash used in financing activities during
the three months ended September 30, 2000 totaled $13.9 million and includes
$11.4 million in net repayments under the Company's revolving credit facility
payment as well as payment of $2.5 million to a former minority interest holder
in one of the subsidiaries that comprised the entertainment and sports business.

  Capital Resources

     The Company's capital resources are provided from both internal and
external sources. The primary capital resources from internal operations include
(1) room rentals, food and beverage sales, retail sales, golf revenue, tennis
revenue, marina and conference services at the resorts and (2) Premier Club
memberships. The primary external sources of liquidity have been the issuance of
debt securities and borrowing under term loans and credit lines.

     As of November 9, 2001, the Company had immediate availability of $138.7
million under its revolving credit line, which matures on May 1, 2002. While
management expects to renew/replace its existing revolving credit line upon
maturity, no assurances can be given that management will be successful in doing
so. As a result of the current availability under this credit line, combined
with cash on hand, management believes the Company has sufficient funds to
continue its capital maintenance and expansion plans and support on-going
operations, including meeting debt service obligations as they come due.

FINANCIAL CONDITION

     Significant changes in balance sheet data from June 30, 2001 to September
30, 2001 are discussed below.

  Other Current Assets

     Other current assets increased to $16.2 million at September 30, 2001, from
$6.0 million at June 30, 2001. The increase primarily relates to an $11.2
million secured promissory notes (which matures in January 2002) received as
part of the consideration for the sale of the entertainment and sports business.

                                        11
<PAGE>

  Net Assets/Liabilities of Discontinued Operations

     Net liabilities of discontinued operations totaled $23.6 million at
September 30, 2001 and primarily represent estimated income taxes payable
associated with the gain on the sale and other disposal costs. Net assets of
discontinued operations at June 30, 2001 included the following (in 000's):

<Table>
<S>                                                             <C>
Cash and cash equivalents...................................    $ 2,344
Restricted cash.............................................     16,644
Accounts receivable, net....................................      2,708
Inventory...................................................        459
Other current assets........................................      1,893
Property and equipment, net.................................      7,566
Intangible assets, net......................................     24,915
Other non-current assets....................................     10,193
Accounts payable and accrued expenses.......................     (5,741)
Current portion of deferred revenue.........................     (3,431)
Other current liabilities...................................     (8,982)
Other non-current liabilities...............................     (2,857)
                                                                -------
  Net assets of discontinued operations.....................    $45,711
                                                                =======
</Table>

  Property and Equipment

     Property and equipment increased to $807.4 million at September 30, 2001,
from $792.1 million at June 30, 2001. The increase primarily relates to capital
spending at the Boca Raton Resort & Club on projects including an eight-story
marina wing complex consisting of 112 water-view luxury guestrooms, a spa
complex, a golf clubhouse and marina slips, offset by depreciation expense.

  Current Portion of Deferred Revenue and Advance Deposits

     Current portion of deferred revenue and advance deposits increased to $31.3
million at September 30, 2001, from $18.7 million at June 30, 2001. The increase
substantially related to the collection of annual Premier Club dues at the Boca
Raton Resort & Club. The annual dues will be recognized as revenue ratably over
the membership year, which commenced on October 1.

  Senior Subordinated Notes Payable

     Senior subordinated notes payable decreased to $223.0 million at September
30, 2001, from $273.0 million at June 30, 2001. The decrease was the result of
the repurchase of $50.0 million principal amount of Notes.

  Working Capital

     Current liabilities exceeded current assets by $13.5 million at September
30, 2001, compared to positive working capital of $45.5 million at June 30,
2001. The change is primarily because the Company used cash to repurchase $50.0
million principal amount of Notes, which would have otherwise matured in April
2009. However, the ratio of current liabilities to current assets is not
indicative of a lack of liquidity as the Company maintains a revolving credit
line that represents an additional and immediate potential source of liquidity.
See "Capital Resources".

FORWARD-LOOKING STATEMENTS

     Some of the information in this report may contain forward-looking
statements. These statements discuss future expectations, contain projections of
results of operations or of financial condition or state other "forward-looking"
information. When considering such forward-looking statements, you should keep
in mind the risk factors and other cautionary statements in this report. The
risk factors include certain known and

                                        12
<PAGE>

unknown risks and uncertainties, and could cause the Company's actual results to
differ materially from those contained in any forward looking statement.

     These risk factors include, among others, risks relating to travel
including a change in travel patterns resulting from slowing economic
conditions, a change in corporate policies relating to group meetings and air or
other travel disruption; risks associated with construction and development at
the Company's properties; competition in the Company principal business; the
availability of financing on terms suitable to the Company and the Company's
dependence on key personnel.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     Not Applicable.

                                        13
<PAGE>

                          PART II -- OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

     The Company is not involved in any material legal proceedings. However, the
Company may from time to time become a party to legal proceedings arising in the
ordinary course of business, which are incidental to the business. While the
results of proceedings which arose in the normal course of business cannot be
predicted with certainty, management believes that losses, if any, resulting
from the ultimate resolution of these matters will not have a material adverse
effect on the Company's consolidated results of operations, consolidated cash
flows or consolidated financial position.

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

     None.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

     None.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     None.

ITEM 5.  OTHER INFORMATION

     None.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

(a) Exhibits

     None.

(b) Reports on Form 8-K

     The Company filed a Current Report on Form 8-K on August 9, 2001 reporting
certain information relating to the sale of the entertainment and sports
business.

                                        14
<PAGE>

                                   SIGNATURES

     Pursuant to the requirements of the Securities Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.

                                          BOCA RESORTS, INC.

<Table>
<S>                                                      <C>
Date: November 9, 2001                                   By: /s/ WILLIAM M. PIERCE
                                                         --------------------------------------------------------
                                                             William M. Pierce
                                                             Senior Vice President, Treasurer and Chief
                                                             Financial Officer (Principal Financial Officer)

                                                         By: /s/ STEVEN M. DAURIA
                                                         --------------------------------------------------------
                                                             Steven M. Dauria
                                                             Vice President and Corporate Controller
                                                             (Principal Accounting Officer)
</Table>

                                        15