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, 2001

                                       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, 2001: 7,923,386





                                       1
<PAGE>




                         JANUS HOTELS AND RESORTS, INC.

                                    FORM 10-Q
<TABLE>
<CAPTION>

                    FOR QUARTERLY PERIOD ENDED MARCH 31, 2001


<S>                                                                                             <C>
Part I.      Financial Information                                                           Page No.
                                                                                             --------
Item 1.      Financial Statements
               Unaudited Consolidated Balance Sheets As Of March 31, 2001 and
                 December 31, 2000                                                               3
               Unaudited Consolidated Statements Of Operations For The Three
                 Months Ended March 31, 2001 and 2000                                            4
               Unaudited Consolidated Statements Of Cash Flows For The Three
                 Months Ended March 31, 2001 and 2000                                            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 1-3                                                                                        8
Items 4-6                                                                                        9
             Signature Page                                                                      10

</TABLE>






















                                       2
<PAGE>


                         JANUS HOTELS AND RESORTS, INC.
<TABLE>
<CAPTION>
                     UNAUDITED CONSOLIDATED BALANCE SHEETS
                   AS OF MARCH 31, 2001 AND DECEMBER 31,2000

                                                                                        March 31,       December 31,
                                                                                          2001              2000
                                                                                       -----------       -----------
                                     ASSETS
<S>                                                                                         <C>               <C>
Current assets:
   Cash and cash equivalents                                                          $  7,263,194      $  8,244,481
   Restricted cash                                                                         593,134         1,330,350
   Accounts receivable                                                                   2,367,393         2,126,152
   Current portion of notes receivable                                                     100,384           100,384
   Other current assets                                                                    186,131           208,362
                                                                                       -----------       -----------
     Total current assets                                                               10,510,236        12,009,729
                                                                                       -----------       -----------

Property and equipment, net                                                             91,721,429        93,311,684
Mortgage notes receivable                                                                3,115,172         3,138,345
Goodwill, net                                                                            7,283,894         7,334,064
Deferred tax asset                                                                       2,957,000         2,566,000
Replacement reserve                                                                      3,209,551         3,632,826
Other assets                                                                             2,202,885         2,170,037
                                                                                       -----------       -----------
                                                                                      $121,000,167      $124,162,685
                                                                                       ===========       ===========

                      LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
   Short-term debt                                                                    $    124,179      $        -
   Current portion of long-term debt                                                     3,671,880         3,659,241
   Accounts payable                                                                      2,093,163         2,342,183
   Accrued expenses                                                                      1,676,071         1,921,449
                                                                                       -----------       -----------
     Total current liabilities                                                           7,565,293         7,922,873
                                                                                       -----------       -----------

Long-term debt, net of current portion                                                  78,692,743        64,946,400
Deferred tax liabilities                                                                 2,250,000         2,250,000
Minority interest                                                                          820,839         2,540,028

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               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                                                           38,894,314        52,582,257
   Accumulated deficit                                                                  (5,203,323)       (4,477,159)
   Treasury stock, 3,681,709 and 3,412,347 common shares, at cost, respectively         (2,138,563)       (1,720,715)
                                                                                       -----------       -----------
     Total stockholders' equity                                                         31,671,292        46,503,384
                                                                                       -----------       -----------
                                                                                     $ 121,000,167     $ 124,162,685
                                                                                       ===========       ===========
</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, 2001 AND 2000

                                                                                         2001            2000
                                                                                     ------------    ------------
<S>                                                                                       <C>             <C>
Revenues:
   Room and related services                                                          $ 6,769,278     $ 7,361,647
   Food and beverage                                                                    2,256,979       2,515,199
   Management fees                                                                        772,435         857,583
   Other                                                                                  232,474         195,021
                                                                                       ----------      ----------
     Total revenues                                                                    10,031,166      10,929,450
                                                                                       ----------      ----------

Operating expenses:
   Direct:
     Room and related services                                                          1,888,409       1,955,554
     Food and beverage                                                                  1,812,992       1,865,930
     Selling and general                                                                  512,345         501,271
                                                                                       ----------      ----------
       Total direct expenses                                                            4,213,746       4,322,755
                                                                                       ----------      ----------
   Occupancy expenses                                                                   1,704,657       1,596,810
   Selling, general and administrative expenses                                         2,690,821       2,584,998
   Depreciation                                                                           966,530         829,620
   Amortization                                                                            87,958          75,779
                                                                                       ----------      ----------
       Total operating expenses                                                         9,663,712       9,409,962
                                                                                       ----------      ----------

Operating income                                                                          367,454       1,519,488

Other income (expense):
   Interest expense                                                                    (1,718,848)     (1,531,564)
   Interest income                                                                        172,755         177,227
   Other                                                                                        -               -
                                                                                       ----------      ----------
Income (loss) from continuing operations before income taxes and minority interest     (1,178,639)        165,151

Provision (credit) for income taxes                                                      (496,000)         68,000
                                                                                       ----------      ----------
Income (loss) from continuing operations before minority interest                        (682,639)         97,151

Minority interest                                                                           2,815           3,576
                                                                                       ----------      ----------
Income (loss) from continuing operations                                                 (685,454)         93,575
Gain on disposal of discontinued operations, net of taxes                                  17,415          17,415
                                                                                       ----------      ----------
Net income (loss)                                                                        (668,039)        110,990
Less preferred dividend requirement                                                        58,125         314,777
                                                                                       ----------      ----------
Net income (loss) applicable to common stock                                          $  (726,164)    $  (203,787)
                                                                                       ==========      ==========

Basic income (loss) per common share:
   Income (loss) from continuing operations                                               $ (0.09)        $ (0.02)
   Gain on disposal of discontinued operations                                                  -               -
                                                                                           ------          ------
   Net income (loss)                                                                      $ (0.09)        $ (0.02)
                                                                                           ======          ======

Diluted income (loss) per common share:
   Income (loss) from continuing operations                                               $ (0.09)        $ (0.02)
   Gain on disposal of discontinued operations                                                  -               -
                                                                                           ------          ------
   Net income (loss)                                                                      $ (0.09)        $ (0.02)
                                                                                           ======          ======

Weighted average common shares:
   Basic                                                                                8,447,918       8,671,092
                                                                                        =========       =========
   Diluted                                                                              8,447,918       8,671,092
                                                                                        =========       =========
</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, 2001 AND 2000


                                                                                                  2001             2000
                                                                                               ----------       ----------
<S>                                                                                                <C>               <C>
Operating activities:
Net income (loss)                                                                             $  (668,039)      $  110,990
Adjustments to reconcile net income  to net cash provided by (used in) operating activities:
   Depreciation and amortization                                                                  966,530          829,620
   Amortization of intangible assets                                                               87,958           75,779
   Deferred taxes                                                                                (391,000)          66,000
   Minority Interest                                                                                2,815            3,576
Changes in operating assets and liabilities:
   Accounts receivable                                                                           (241,241)        (306,614)
   Other current assets                                                                            22,231           22,085
   Other asset                                                                                    352,639         (309,858)
   Accounts payable and accrued expenses                                                         (494,398)        (347,458)
                                                                                               ----------        ---------
      Net  cash provided by (used in) operating activities                                       (362,505)         144,120
                                                                                               ----------        ---------

Investing activities:
Purchases of property and equipment                                                              (498,279)        (961,099)
Collections of notes receivable                                                                    23,173           32,701
                                                                                               ----------        ---------
      Net cash used in investing activities                                                      (475,106)        (928,398)
                                                                                               ----------        ---------

Financing activities:
Dividends paid                                                                                    (58,125)               -
Decrease in restricted cash                                                                       737,216          297,568
Proceeds from short-term borrowings                                                             1,983,010                -
Repayments of short-term borrowings                                                            (1,858,831)               -
Repayments of long-term borrowings                                                               (529,098)        (498,291)
Repurchase of common stock                                                                       (417,848)               -
                                                                                               ----------        ---------
      Net cash used in financing activities                                                      (143,676)        (200,723)
                                                                                               ----------        ---------

Decrease in cash and cash equivalents                                                            (981,287)        (985,001)

Cash and cash equivalents, beginning of period                                                  8,244,481        8,859,888

                                                                                               ----------        ---------
Cash and cash equivalents, end of period                                                      $ 7,263,194       $7,874,887
                                                                                               ==========        =========

Supplemental disclosure of cash flow data:
   Interest paid                                                                              $ 1,718,848       $1,531,564
                                                                                               ==========        =========

   Taxes paid                                                                                 $   156,958       $  157,150
                                                                                               ==========        =========

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                                                                 $         -       $  314,777
                                                                                               ==========        =========

  Acquisitions of equipment through capital leases                                            $         -       $  385,772
                                                                                               ==========        =========
</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, 2000 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, 2001 and the consolidated results
          of operations and cash flows for the  three-month  periods ended March
          31, 2001 and 2000. 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, 2001,  the Company owned and operated  fifteen  hotels
          (of which fourteen are  wholly-owned and one is 75% owned) and a hotel
          management company which manages hotels for unrelated parties.

Note 3 - Acquisition of minority interest:

          Effective  March  1,  2001,  the  Company  acquired  the 15%  minority
          interest in the King's Dominion Lodge partnership from an affiliate of
          Messrs.  Beck and Yeaggy.  The acquisition was accounted for under the
          purchase  method.  The purchase price of $600,000 was $1,122,004  less
          than the net assets  acquired.  This amount reduced the carrying value
          of property and  equipment.  The  purchase  was  financed  through the
          issuance of a demand note with an interest rate of 7.5% per annum.

Note 4 - Common stock redemption:

          At a special  meeting of  stockholders  on March 15,  2001,  a Company
          proposal to redeem the common stock of stockholders holding fewer than
          100 shares of the  Company's  common  stock was  approved.  A total of
          79,025  shares of common stock were  redeemed at a cost of $118,221 in
          May 2001.  These  shares will be retired and will reduce the number of
          shares outstanding.

Note 5 - Subsequent event:

          On April 13, 2001, the Company entered into a triple-net  lease of the
          Knights Inn Lafayette  property to a third party for a term ending May
          31, 2006. For the period May 1, 2001 through May 31, 2002, the monthly
          rent is $20,973. For the period June 1, 2002 through May 31, 2006, the
          monthly rent is $28,556.  Under the terms of the lease agreement,  the
          lessee was granted an  exclusive  option to  purchase  the Knights Inn
          Lafayette  property  after  May 1,  2002 for  $2,603,500.  The  option
          terminates on May 31, 2002.

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.



                                       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 a net loss of $668,039 for the three months ended March 31, 2001
compared to net income of $110,990 for the three months ended March 31, 2000.

Three Months  Ended March 31, 2001  Compared to the Three Months Ended March 31,
2000

Room and related  services  revenue  decreased  8.1% to  $6,769,278 in 2001 from
$7,361,647 in 2000.  The decrease was  attributable  to a decline in business in
the Cleveland  area and to the property  disposed of in 2000.  The average daily
room rate  increased  to $60.08 for 2001 from  $58.49  (excluding  the  disposed
property) in 2000.  Occupancy  decreased in 2001 to 50.4% from 54.0%  (excluding
the disposed  property).  Excluding the property  disposed of in 2000,  room and
related services revenue decreased 5.6%.

Food and beverage  revenues are  principally  a function of the number of guests
who stay at each owned hotel,  local walk-in business and catering sales.  These
revenues  decreased  10.3% to $2,256,979 in 2001 from  $2,515,199 in 2000.  This
decrease is related  primarily to decreased  occupancy and lower catering sales.
The property disposed of in 2000 had no effect on food and beverage revenues.

Management fee income  decreased 9.9% to $772,435 in 2001 from $857,583 in 2000.
This  decrease  is due to lower  revenues at the  managed  properties  and lower
incentive fees during the second year of management.

Total  direct  operating  expenses  decreased  2.5% to  $4,213,746  in 2001 from
$4,322,755 in 2000 and  increased as a percentage  of room and related  services
and food and  beverage  revenues to 46.7% from  43.8%.  Excluding  the  property
disposed of in 2000, total direct operating expenses decreased 0.6%.

Occupancy  expenses  increased  6.8% to  $1,704,657  from  $1,596,810  in  2000.
Excluding the property disposed of in 2000,  occupancy  expenses increased 10.1%
as utility costs increased.

Selling,  general and  administrative  expenses  increased 4.1% to $2,690,821 in
2001 from  $2,584,998 in 2000 and increased as a percentage of total revenues to
26.8% from 23.7%.  Excluding the property disposed of in 2000, selling,  general
and  administrative  expenses  increased 5.5%. This increase was attributable to
higher legal, professional and general insurance costs.

Depreciation  increased by $136,910 in 2001 from $829,620 in 2000.  The increase
was primarily  attributable  to depreciation on a property held for sale in 2000
and capital additions completed in 2000.

Interest income decreased to $172,755 in 2001 from $177,227 in 2000.

Interest  expense  increased to $1,718,848 in 2001 from  $1,531,564 in 2000. The
increase was  attributable  to the debt issued for the  conversion  of preferred
stock offset by the property disposed of in 2000 and traditional amortization.

Minority interest decreased to $2,815 in 2001 from $3,576 in 2000 reflecting the
results of operations  from the Days Inn Pompano hotel in 2001.  Effective March
1,  2001,  the  Company  acquired  the  minority   interest  in  Kings  Dominion
partnership.

The Company has used an effective  tax rate of 42% to  calculate  its tax credit
for the three months ended March 31, 2001.

Liquidity and Capital Resources

Total assets  decreased to $121,000,167  at March 31, 2001 from  $124,162,685 at
December 31, 2000.


                                       7
<PAGE>
Net cash used in  operating  activities  was  $362,505 in the three months ended
March 31, 2001 compared to net cash provided by operating activities of $144,120
in the three months ended March 31, 2000.  The decrease is primarily  the result
of the net loss for the three  months  ended  March 31,  2001,  the  increase in
accounts receivable and the decrease in accounts payable and accrued expenses.

Net cash used in investing  activities decreased to $475,106 in the three months
ended March 31, 2001 from  $928,398 in the three months ended March 31, 2000 due
to lower  capital  expenditures.  The  Company  plans  to  spend  an  additional
$1,608,000 on capital improvements during the remainder of 2001.

Net cash used in  financing  activities  was  $143,676 in the three months ended
March 31, 2001  compared to $200,723  used in financing  activities in the three
months ended March 31, 2000. The change is the result of higher debt repayments,
a decrease in restricted cash and net short-tem borrowings.

Earnings  before  interest,  taxes,  depreciation  and  amortization  ("EBITDA")
decreased to $1,421,942 during the three months ended March 31, 2001 compared to
$2,424,887  for the  three  months  ended  March  31,  2000  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.

The Company maintains a number of commercial banking relationships and maintains
aggregate lines of credit totaling $2,200,000, which had $124,179 outstanding at
March 31, 2001.

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.

Seasonality

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

Forward Looking Statements

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

                           PART II--OTHER INFORMATION

Items 1 to 3

         None

                                       8
<PAGE>



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

The Company held a special  meeting of  stockholders on March 15, 2001. The only
matter  voted  on at the  meeting  was a  proposed  amendment  to the  Company's
Restated  Certificate of  Incorporation,  as amended,  to effect a reverse stock
split  followed by a forward  stock split of the  Company's  common  stock.  The
purpose of this amendment was to cash out in excess of 4,000 stockholders owning
less  than 100  shares  and  representing  approximately  79,000  shares  in the
aggregate.  There were 8,641,566 shares of the Company's common stock issued and
outstanding  and  entitled to vote at the special  meeting  and, of said shares,
5,880,017  were  present in person or by proxy.  5,869,348  shares were voted in
favor of the proposed amendment;  7,466 shares were voted against the amendment;
and 3,203 votes were withheld.

Item 5.

         None

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

     A.   Exhibits

         None

     B.   Reports on Form 8-K

          The reports on Form 8-K for the three months ended March 31, 2001 were
          as follows:

              Item Reported                       Date of Report
              --------------------------          ------------------------
              Preferred stock conversion          January 31, 2000

              Acquisition of minority
              interest in Kings Dominion
              Lodge                               March 1, 2001

              Stockholder approval of
              back-to-back stock splits           March 15, 2001
























                                       9
<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 15, 2001                 /s/ Richard A. Tonges
        ------------
                                     Richard A. Tonges
                                     ---------------------------------------
                                     Treasurer and Vice President of Finance
                                     (Principal Financial and Accounting
                                     Officer)



































                                       10