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, 2000

                                       or

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

              For the transition period from _________ to _________

                         Commission File Number: 0-22745


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



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



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



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



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


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes |X| No | |


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





                                       1
<PAGE>


                         JANUS HOTELS AND RESORTS, INC.

                                    FORM 10-Q

                  FOR QUARTERLY PERIOD ENDED SEPTEMBER 30, 1999



Part I.      Financial Information                                   Page No.
                                                                     --------
Item 1.      Financial Statements
               Unaudited Consolidated Balance Sheets As Of
                 March 31, 2000 and December 31, 1999                       3
               Unaudited Consolidated Statements Of Operations
                 For The Three Months Ended March 31, 2000 and 1999         4
               Unaudited Consolidated Statements Of Cash Flows
                 For The Three Months Ended March 31, 2000 and 1999         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                                                    8
Item 6.      Exhibits and Reports on Form 8-K                               8
             Signature Page                                                 9























                                       2
<PAGE>

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

                                                                                        March 31,       December 31,
                                                                                          2000              1999
                                                                                      -----------       ------------
                    ASSETS
<S>                                                                                        <C>                <C>
Current assets:
   Cash and cash equivalents                                                          $  7,874,887      $  8,859,888
   Restricted cash                                                                         953,729         1,251,297
   Accounts receivable                                                                   2,049,855         1,743,241
   Current portion of notes receivable                                                     182,226           182,226
   Other current assets                                                                    189,997           212,082
                                                                                       -----------      ------------
     Total current assets                                                               11,250,694        12,248,734
                                                                                       -----------      ------------

Property held for sale                                                                  12,656,270        12,641,199
Property and equipment, net                                                             84,561,693        84,059,513
Mortgage notes receivable                                                                3,360,008         3,392,709
Goodwill, net                                                                            7,490,298         7,542,376
Deferred tax asset                                                                       2,500,000         2,566,000
Other assets                                                                             5,528,115         5,241,958
                                                                                       -----------      ------------
                                                                                      $127,347,078      $127,692,489
                                                                                       ===========       ===========

                    LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
   Current portion of long-term debt                                                  $  3,803,594      $  3,776,846
   Accounts payable                                                                      1,915,381         2,215,038
   Accrued expenses                                                                      1,912,159         1,959,960
   Dividends payable                                                                       314,777               -
                                                                                       -----------      ------------
     Total current liabilities                                                           7,945,911         7,951,844
                                                                                       -----------      ------------

Long-term debt, net of current portion                                                  67,794,193        67,933,460
Deferred tax liabilities                                                                 2,345,275         2,345,275
Minority interest                                                                        2,469,571         2,465,995

Stockholders' equity:
   Preferred stock, series B; par value $0.01 per share; 20,000 shares authorized;
    16,788.08 shares issued and outstanding                                                    168               168
   Common stock, par value  $0.01 per share; 15,000,000 shares authorized;
     11,883,220 shares issued                                                              118,833           118,833
   Additional paid-in capital                                                           52,582,257        52,582,257
   Accumulated deficit                                                                  (4,492,631)       (4,288,844)
   Treasury stock, 3,212,128 common shares, at cost                                     (1,416,499)       (1,416,499)
                                                                                       -----------      ------------
     Total stockholders' equity                                                         46,792,128        46,995,915
                                                                                       -----------      ------------
                                                                                      $127,347,078      $127,692,489
                                                                                       ===========       ===========
</TABLE>

           See notes to unaudited consolidated financial statements.








                                       3
<PAGE>


<TABLE>
<CAPTION>
                UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999

                                                                                         2000            1999
                                                                                      -----------     -----------
<S>                                                                                       <C>             <C>
Revenues:
   Room and related services                                                          $ 7,361,647     $ 7,436,508
   Food and beverage                                                                    2,515,199       2,381,785
   Management fees                                                                        857,583         561,993
   Other                                                                                  195,021         217,532
                                                                                       ----------      ----------
     Total revenues                                                                    10,929,450      10,597,818
                                                                                       ----------      ----------

Operating expenses:
   Direct:
     Room and related services                                                          1,955,554       1,921,078
     Food and beverage                                                                  1,865,930       1,863,205
     Selling and general                                                                  501,271         455,956
                                                                                       ----------      ----------
       Total direct expenses                                                            4,322,755       4,240,239
                                                                                       ----------      ----------
   Occupancy expenses                                                                   1,596,810       1,617,727
   Selling, general and administrative expenses                                         2,584,998       2,518,090
   Depreciation                                                                           829,620       1,275,046
   Amortization                                                                            75,779          78,426
                                                                                       ----------      ----------
       Total operating expenses                                                         9,409,962       9,729,528
                                                                                       ----------      ----------

Operating income                                                                        1,519,488         868,290

Other income (expense):
   Interest expense                                                                    (1,531,564)     (1,671,070)
   Interest income                                                                        177,227         197,048
   Other                                                                                      -            20,000
                                                                                       ----------      ----------
Income (loss) from continuing operations before income taxes and minority interest        165,151        (585,732)

Provision for income taxes                                                                 68,000             -
                                                                                       ----------      ----------
Income (loss) from continuing operations before minority interest                          97,151        (585,732)

Minority interest                                                                           3,576           9,823
                                                                                       ----------      ----------
Income (loss) from continuing operations                                                   93,575        (595,555)
Gain on disposal of discontinued operations, net of taxes                                  17,415             -
                                                                                       ----------      ----------
Net income (loss)                                                                         110,990        (595,555)
Less preferred dividend requirement                                                       314,777         268,802
                                                                                       ----------      ----------
Net income (loss) applicable to common stock                                          $  (203,787)    $  (864,357)
                                                                                       ==========      ==========

Basic income (loss) per common share:
   Income (loss) from continuing operations                                               $ (0.02)        $ (0.10)
   Gain on disposal of discontinued operations                                                -               -
                                                                                            -----           -----
   Net income (loss)                                                                       $(0.02)         $(0.10)
                                                                                            =====           =====

Diluted income (loss) per common share:
   Income (loss) from continuing operations                                               $ (0.02)        $ (0.10)
   Gain on disposal of discontinued operations                                                -               -
                                                                                            -----           -----
   Net income (loss)                                                                       $(0.02)         $(0.10)
                                                                                            =====           =====

Weighted average common shares:
   Basic                                                                                8,671,092       8,682,858
                                                                                        =========       =========
   Diluted                                                                              8,671,092       8,682,858
                                                                                        =========       =========
</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, 2000 AND 1999


                                                                                                  2000             1999
                                                                                              -----------      -----------
<S>                                                                                                 <C>             <C>
Operating activities:
Net income (loss)                                                                              $  110,990      $  (595,555)
Adjustments to reconcile net income  to net cash provided by (used in) operating activities:
   Depreciation and amortization                                                                  829,620        1,275,046
   Amortization of intangible assets                                                               75,779           78,426
   Deferred taxes                                                                                  66,000              -
   Minority Interest                                                                                3,576            9,823
Changes in operating assets and liabilities:
   Accounts receivable                                                                           (306,614)         761,276
   Other current assets                                                                            22,085           41,041
   Other asset                                                                                   (309,858)         343,917
   Accounts payable and accrued expenses                                                         (347,458)         (98,787)
                                                                                                ---------       ----------
      Net  cash provided by operating activities                                                  144,120        1,815,187
                                                                                                ---------       ----------

Investing activities:
Acquisition of hospitality business, net of noncash consideration and cash acquired                   -            462,008
Purchases of property and equipment                                                              (961,099)      (1,140,159)
Collections of notes receivable                                                                    32,701           20,764
                                                                                                ---------       ----------
      Net cash used in investing activities                                                      (928,398)        (657,387)
                                                                                                ---------       ----------

Financing activities:
Dividends paid                                                                                        -           (268,802)
Decrease (Increase) in restricted cash                                                            297,568         (304,385)
Repayments of long-term borrowings                                                               (498,291)      (1,216,343)
                                                                                                ---------       ----------
      Net cash used in financing activities                                                      (200,723)      (1,789,530)
                                                                                                ---------       ----------

Increase (decrease) in cash and cash equivalents                                                 (985,001)        (631,730)

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

Cash and cash equivalents, end of period                                                       $7,874,887      $11,752,011
                                                                                                =========       ==========

Supplemental disclosure of cash flow data:
Interest paid                                                                                  $1,531,564      $ 1,671,070
                                                                                                =========       ==========

Noncash investing and financing transactions:
Dividends declared not paid                                                                    $  314,777      $       -
                                                                                                =========       ==========
Acquisitions of equipment through capital leases                                               $  385,772      $       -
                                                                                                =========       ==========

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

               See notes to unaudited consolidated financial statements.






                                       5
<PAGE>



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



Note 1 -- Unaudited interim financial statements:

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

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

Note 2 -- Organization:

         As of March 31, 2000, the Company owned and operated sixteen hotels (of
         which fourteen are wholly-owned, one is 85% owned and one is 75% owned)
         and a hotel  management  company  which  manages  hotels for  unrelated
         parties.

Note 3 - Subsequent event:

         Effective April 30, 2000, the President of the Company resigned.  It is
         anticipated  that the  cost of the  severance  package,  which is being
         negotiated, will approximate $500,000.

Note 4 -- 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.
















                                       6
<PAGE>


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

Overview

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

The Company had net income of $110,990 for the three months ended March 31, 2000
compared to a net loss of $(595,555) for the three months ended March 31, 1999.

Three Months  Ended March 31, 2000  Compared to the Three Months Ended March 31,
1999

Room and related  services  revenue  decreased  1.0% to  $7,361,647 in 2000 from
$7,436,508  in 1999.  The decrease  was  attributable  primarily  to  properties
disposed of in 1999.  The average  daily room rate  increased to $57.62 for 2000
from $55.87 (excluding disposed properties) in 1999. Occupancy increased in 2000
to 54.2% from 50.7% (excluding  disposed  properties).  Excluding the properties
disposed of in 1999, room and related services revenue increased 3.1%.

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  increased  5.6% to  $2,515,199 in 2000 from  $2,381,785 in 1999.  This
increase is related primarily to increased occupancy. The properties disposed of
in 1999 had no effect on food and beverage revenues.

Management fee income increased 52.6% to $857,583 in 2000 from $561,993 in 1999.
This  increase is primarily  due to the  addition of new third party  management
contracts.  In addition,  one-time incentive fees of approximately  $69,000 were
realized in the first quarter of 2000.

Total  direct  operating  expenses  increased  2.0% to  $4,322,755  in 2000 from
$4,240,239 in 1999 and  increased as a percentage  of room and related  services
and food and beverage  revenues to 43.8% from 43.2%.  Excluding  the  properties
disposed of in 1999, total direct operating expenses increased 5.0% as result of
increased occupancy.

Occupancy  expenses  decreased  1.3% to  $1,596,810  from  $1,617,727  in  1999.
Excluding the properties disposed of in 1999,  occupancy expenses increased 5.6%
as utility  costs  increased  and  maintenance  projects at various  hotels were
completed.

Selling,  general and  administrative  expenses  increased 2.7% to $2,584,998 in
2000 from  $2,518,090 in 1999 and decreased as a percentage of total revenues to
23.7% from 23.8%. Excluding the properties disposed of in 1999, selling, general
and administrative  expenses increased 25.4% as additional  regional  management
personnel were required to manage the new hotels under contract.

Depreciation decreased by $445,426 in 2000 from $1,275,046 in 1999. The decrease
was  primarily  attributable  to the  change  in  estimated  useful  lives,  the
adjustment  of the purchase  allocation  for four hotel  properties  based on an
acquisition  appraisal,  and the cessation of depreciation on one hotel property
held for sale.

Interest income decreased to $177,227 in 2000 from $197,048 in 1999.

Interest  expense  decreased to $1,531,564 in 2000 from  $1,671,070 in 1999. The
decrease was  attributable to the properties  disposed of in 1999, no short-term
borrowings in the first quarter of 2000 and traditional amortization.

Minority interest decreased to $3,576 in 2000 from $9,823 in 1999 reflecting the
results  of  operations  from the Kings  Dominion  partnership  and the Days Inn
Pompano hotel in 2000.

Liquidity and Capital Resources

Total assets  decreased to $127,347,078  at March 31, 2000 from  $127,692,489 at
December 31, 1999.

Net cash  provided by  operating  activities  decreased to $144,120 in the three
months ended March 31, 2000 from  $1,815,187 in the three months ended March 31,
1999.  The  decrease  is  primarily  the  result  of the  increase  in  accounts
receivable and lower depreciation.

Net cash used in investing  activities increased to $928,398 in the three months
ended March 31, 2000 from $657,387 in the three months ended March 31, 1999. The
Company plans to spend an additional  $1,515,000 on capital  improvements during
the remainder of 2000.

Net cash used in  financing  activities  was  $200,723 in the three months ended
March 31, 2000 compared to $1,789,530 used by financing  activities in the three
months ended March 31, 1999. The change is the result of lower debt  repayments,
a decrease in restricted  cash and dividends  paid  subsequent to the end of the
quarter.


                                       7
<PAGE>

Earnings  before  interest,  taxes,  depreciation  and  amortization  ("EBITDA")
increased to $2,424,887 during the three months ended March 31, 2000 compared to
$2,221,762  for the three  months  ended  March 31,  1999.  EBITDA is defined as
operating income plus depreciation and amortization.  The Company considers this
definition  of EBITDA to be an  indicative  measure of the  Company's  operating
performance because it can be used to measure the Company's abilities to service
debt, fund capital expenditures and expand its business; such information should
not be considered as an alternative to net income,  operating profit, cash flows
from  operations  or any other  operating or  liquidity  measure  prescribed  by
generally accepted accounting principles.

The Company maintains a number of commercial banking relationships and maintains
aggregate lines of credit totaling  $2,200,000,  which had no amount outstanding
at March 31, 2000.

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

Seasonality

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

Forward Looking Statements

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

                           PART II--OTHER INFORMATION

Items 1 to 4

         None

Item 5 - Other Information

     A.   On April 28, 2000, the Board of Directors of the Company determined to
          postpone the date of the Annual Meeting of  Stockholders  from May 19,
          2000 to June 28,  2000.  Any  stockholder  proposals  received  by the
          Company for consideration at such meeting will be considered untimely.

     B.   Effective  April 30,  2000,  James E.  Bishop,  the  President  of the
          Company  and a member of the  Board of  Directors,  resigned  from his
          positions with the Company.

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

     A.  Exhibits

         Exhibit 27: Financial Data Schedule

         Exhibit 99.1: Press release dated May 9, 2000.

     B.  Reports on Form 8-K

         There were no reports on Form 8-K for the three  months ended March 31,
         2000.


                                       8
<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 12, 2000                   /s/ Richard A. Tonges
        ------------                   ---------------------------------------
                                       Richard A. Tonges
                                       Treasurer and Vice President of Finance
                                       (Principal Financial and Accounting
                                       Officer)













































                                       9