<PAGE>
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-Q/A


[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
                                                                  --------------

[ ]      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 1-12095

                               JCC HOLDING COMPANY
             (Exact name of registrant as specified in its charter)


             Delaware                                      62-1650470
             --------                                      ----------
    (State or other jurisdiction                          (IRS employer
         of incorporation)                            identification number)

                                 One Canal Place
                           365 Canal Street, Suite 900
                          New Orleans, Louisiana, 70130
                    (Address of principal executive offices)


                  Registrant's telephone number (504) 533-6000


         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 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 ___


         Indicate by check mark whether the registrant has filed all documents
and reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court. Yes X   No
                         ---    ---


         Indicate the number of shares outstanding of the issuer's common stock,
as of the latest practicable date.

         The number of shares of the registrant's common stock outstanding at
May 7, 2001 was 12,386,200.


<PAGE>


                      JCC HOLDING COMPANY AND SUBSIDIARIES
                                 MARCH 31, 2001


                                      INDEX

<Table>
<Caption>
                                                                                                PAGE
                                                                                               NUMBER
                                                                                            --------------
<S>                                                                                         <C>
SPECIAL CAUTIONARY NOTICE REGARDING FORWARD-LOOKING STATEMENTS                                   1

PART I    FINANCIAL INFORMATION                                                                  2

          Item 1. Financial Statements                                                           2

          Condensed Consolidated Balance Sheets as of
              March 31, 2001(Restated) and December 31, 2000 (Unaudited)                         3

          Condensed Consolidated Statements of Operations for the
              Three Months Ended March 31, 2001 and 2000 (Unaudited)                             4

          Condensed Consolidated Statements of Cash Flows for the
              Three Months Ended March 31, 2001 and 2000 (Unaudited)                             5

          Notes to Condensed Consolidated Financial Statements (Unaudited)                       6

          Item 2. Management's Discussion and Analysis of Financial
              Condition and Results of Operations                                                19

          Item 3. Quantitative and Qualitative Disclosures About Market Risk                     24

PART II  OTHER INFORMATION                                                                       25

          Item 6. Exhibits and Reports on Form 8-K                                               25

SIGNATURES                                                                                       26
</Table>


         SPECIAL CAUTIONARY NOTICE REGARDING FORWARD-LOOKING STATEMENTS

         This Amended Quarterly Report on Form 10-Q/A includes forward-looking
statements made pursuant to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995, including in particular the statements about (1)
our plans, objectives, expectations and prospects, (2) the development of
non-gaming entertainment space on the second floor of the casino in New Orleans,
Louisiana and of various adjacent properties for entertainment uses supporting
the casino, (3) adjustments to our operating expenses, debt and capital
structure under our Plan of Reorganization, and (4) our ability to continue
operations after the effective date of our Plan of Reorganization. The words
"expect," "anticipate," "intend," "plan," "believe," "seek," "estimate" and
similar expressions identify forward-looking statements. Although we believe
that the plans, objectives, expectations and prospects reflected in or suggested
by such forward-looking statements are reasonable, such statements involve
uncertainties and risks, and we cannot assure you that such plans, objectives,
expectations and prospects will be achieved.


<PAGE>


Important factors that could cause actual results to differ materially from the
results anticipated by the forward-looking statements include such matters as:

     o    our ability to achieve sufficient revenues as we have been
          restructured pursuant to our Plan of Reorganization effective March
          29, 2001, to meet our reduced but continuing obligations to the State
          of Louisiana, the City of New Orleans and our various other creditors,
          including, in particular, our minimum required annual payment to the
          State of Louisiana in the amount of the greater of $50 million ($60
          million after our first year of operations following our
          reorganization) or 21.5% of our gross gaming revenues;

     o    our ability to compete successfully in our market area with dockside
          gaming operations which are now permitted to remain dockside without
          the requirement of periodically traveling offshore; and

     o    our ability to develop a sufficiently effective marketing plan to
          succeed in operating in an increasingly competitive regional gaming
          marketplace where we also compete with other entertainment
          alternatives, particularly in the City of New Orleans where we are
          located.

All written or oral forward-looking statements attributable to us are expressly
qualified in their entirety by these cautionary statements.

                         PART I - FINANCIAL INFORMATION

INTRODUCTORY NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

         This amendment is being filed to reflect the restatement of the
Company's unaudited condensed consolidated financial statements, as discussed in
Note 7 thereto, and other information related to such restated financial
statements. Except for items 1 and 2 of Part I, no other information included in
the original report on Form 10-Q is amended by this Form 10-Q/A.

ITEM 1. FINANCIAL STATEMENTS



                                       2
<PAGE>



                      JCC HOLDING COMPANY AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                      MARCH 31, 2001 AND DECEMBER 31, 2000
                                   (UNAUDITED)
                      (IN THOUSANDS, EXCEPT PER SHARE DATA)


<Table>
<Caption>
                                                                                MARCH 31, 2001
                                                                             (RESTATED - SEE NOTE 7)   DECEMBER 31, 2000
                                                                             -----------------------   -----------------
                                     ASSETS
<S>                                                                               <C>                  <C>
Current Assets:
  Cash and cash equivalents (includes restricted
    cash of $2,685 and $2,113, respectively)                                      $        33,630      $        26,626
  Accounts receivable, net of allowance for doubtful
    accounts of $2,494 and $1,958, respectively                                             4,211                6,272
  Inventories                                                                                 604                  685
  Prepaids and other assets                                                                 5,093                3,678
                                                                                  ---------------      ---------------
      Total current assets                                                                 43,538               37,261
                                                                                  ---------------      ---------------
Property and Equipment:
  Buildings on leased land                                                                128,974              128,936
  Furniture, fixtures and equipment                                                        26,487               22,492
  Property held for development                                                            15,521               15,520
  Leasehold improvements                                                                      245                  245
  Construction in progress                                                                     95                   89
                                                                                  ---------------      ---------------
      Total                                                                               171,322              167,282
  Less - accumulated depreciation                                                         (27,790)             (25,561)
                                                                                  ---------------      ---------------
    Net property and equipment                                                            143,532              141,721
                                                                                  ---------------      ---------------
Other Assets:
  Deferred operating contract cost, net of accumulated
    amortization of $3,539 and $3,269, respectively                                        25,266               25,536
  Lease prepayment, net of accumulated
    amortization of $882 and $816, respectively                                             6,246                6,312
  Deferred charges and other, net of accumulated
    amortization of $1,750 and $1,567, respectively                                        10,574               10,631
                                                                                  ---------------      ---------------
      Total other assets                                                                   42,086               42,479
                                                                                  ---------------      ---------------
      Total Assets                                                                $       229,156      $       221,461
                                                                                  ===============      ===============
                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities:
  Short-term borrowings                                                           $         8,000      $        23,250
  Accounts payable - trade                                                                  1,735                  844
  Accrued interest                                                                             52                7,025
  Accrued expenses                                                                         17,236               12,301
  Due to affiliates                                                                         1,271               64,806
  Preconfirmation contingencies                                                             6,262                2,212
  Other                                                                                     2,038                1,977
                                                                                  ---------------      ---------------
      Total current liabilities                                                            36,594              112,415
                                                                                  ---------------      ---------------
Long-term debt, net of discount (including debt to affiliates
  of $41,865 and $31,947, respectively)                                                   100,950              396,412
Due to affiliates                                                                              --               20,968
Other long-term liabilities                                                                   390                  339

Commitments and Contingencies

Stockholders' Equity (Deficit):
  Common Stock:
    Unclassified Common Stock (40,000 shares authorized; 12,386 shares issued
      and outstanding; par value $.01 per share)                                              124                   --
    Class A Common Stock (20,000 shares authorized;
      5,778 shares issued and outstanding; par value $.01 per share)                           --                   58
    Class B Common Stock (20,000 shares authorized; 4,453
      shares issued and outstanding; par value $.01 per share)                                 --                   45
  Additional paid-in capital                                                              413,150              108,269
  Accumulated deficit                                                                    (322,052)            (417,045)
                                                                                  ---------------      ---------------
      Total stockholders' equity (deficit)                                                 91,222             (308,673)
                                                                                  ---------------      ---------------
      Total Liabilities and Stockholders' Equity (Deficit)                        $       229,156      $       221,461
                                                                                  ===============      ===============
</Table>


See Notes to Condensed Consolidated Financial Statements.



                                       3
<PAGE>



                      JCC HOLDING COMPANY AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000
                                   (UNAUDITED)
                        (IN THOUSANDS, EXCEPT SHARE DATA)


<Table>
<Caption>
                                                                              (DEBTORS-IN-
                                                                               POSSESSION)
                                                                             --------------
                                                                             MARCH 31, 2001      MARCH 31, 2000
                                                                             --------------      --------------
<S>                                                                          <C>                 <C>
Revenues:
   Casino                                                                    $       61,360      $       58,495
   Food and beverage                                                                  5,263               5,013
   Retail, parking and other                                                          2,753               2,198
   Less - casino promotional allowances                                              (5,485)             (4,728)
                                                                             --------------      --------------
      Total Net Revenues                                                             63,891              60,978
                                                                             --------------      --------------


Operating Expenses:
   Direct:
      Casino                                                                         52,960              53,442
      Food and beverage                                                               3,849               3,850
      Retail, parking and other                                                       1,257               1,157
   General and administrative                                                        20,890              20,841
   Depreciation and amortization                                                      2,531               5,897
                                                                             --------------      --------------
      Total operating expenses                                                       81,487              85,187
                                                                             --------------      --------------
Operating Loss                                                                      (17,596)            (24,209)
                                                                             --------------      --------------

Reorganization Expenses                                                            (100,429)                 --


Other income (expense):
   Interest expense, net of capitalized interest                                       (621)            (10,667)
   Interest and other income                                                            191                 126
                                                                             --------------      --------------
      Total other income (expense)                                                     (430)            (10,541)
                                                                             --------------      --------------
Loss Before Extraordinary Item:                                                    (118,455)            (34,750)


   Extraordinary gain on early extinguishment of debt                               213,448                  --
                                                                             --------------      --------------
Net Income (Loss)                                                            $       94,993      $      (34,750)
                                                                             ==============      ==============


Per Share Data:
   Loss before extraordinary item                                            $        (9.56)     $        (3.44)


      Extraordinary gain on early extinguishment of debt                     $        17.23                  --
                                                                             --------------      --------------
   Basic Net Income (Loss)                                                   $         7.67      $        (3.44)
                                                                             ==============      ==============

   Weighted Average Shares Outstanding                                           12,386,200          10,090,937
                                                                             ==============      ==============

</Table>


See Notes to Condensed Consolidated Financial Statements.


                                       4
<PAGE>



                      JCC HOLDING COMPANY AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
               FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000
                                   (UNAUDITED)
                                 (IN THOUSANDS)

<Table>
<Caption>
                                                                                           (DEBTORS-IN-
                                                                                            POSSESSION)
                                                                                            ------------
                                                                                             MARCH 31,          MARCH 31,
                                                                                               2001               2000
                                                                                            ------------      ------------
<S>                                                                                         <C>               <C>
Cash Flows From Operating Activities:
   Net income (loss)                                                                        $     94,993      $    (34,750)
   Adjustments to reconcile net income (loss) to net cash used in operating activities:
      Depreciation and amortization                                                                2,531             5,897
      Amortization of note discount                                                               90,365             1,241
      Amortization of unearned compensation                                                           --                43
      Extraordinary gain on early extinguishment of debt                                        (213,448)               --
      Deferred rent                                                                                  284               423
      Provision for bad debts                                                                        640               355
Changes in operating assets and liabilities:
      Accounts receivable                                                                          1,420            (1,994)
      Inventories                                                                                     81                18
      Prepaids and other assets                                                                   (1,415)             (388)
      Accounts payable - trade                                                                       891             3,904
      Accrued interest                                                                                52             8,202
      Accrued expenses                                                                             4,935            (5,119)
      Preconfirmation contingencies                                                                4,050              (817)
      Due to affiliates                                                                            8,143             8,377
      Other current liabilities                                                                       61               668
                                                                                            ------------      ------------
        Net cash flows used in operating activities                                               (6,417)          (13,940)
                                                                                            ------------      ------------
Cash Flows From Investing Activities:
   Capital expenditures                                                                             (198)           (1,539)
   Increase in deferred charges and other assets                                                    (126)             (304)
                                                                                            ------------      ------------
        Net cash flows used in investing activities                                                 (324)           (1,843)
                                                                                            ------------      ------------
Cash Flows From Financing Activities:
   Net short-term borrowings (repayments) from affiliate                                           8,000            (6,350)
   Net proceeds (repayments) from notes payable to affiliates                                      5,745             9,775
                                                                                            ------------      ------------
   Net cash flows provided by financing activities                                                13,745             3,425
                                                                                            ------------      ------------
Net increase (decrease) in cash and cash equivalents                                               7,004           (12,358)

Cash and cash equivalents, beginning of period                                                    26,626            34,687
                                                                                            ------------      ------------
Cash and cash equivalents, end of period                                                    $     33,630      $     22,329
                                                                                            ============      ============
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
   Cash paid during the period for:
      Interest                                                                              $        147      $        340
</Table>


See Notes to Condensed Consolidated Financial Statements.


                                       5
<PAGE>


                      JCC HOLDING COMPANY AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

NOTE 1. ORGANIZATION, BASIS OF PRESENTATION AND BANKRUPTCY IN JANUARY 2001

         Defined terms used herein that are not specifically defined in this
report have the meanings given to them in our Annual Report on Form 10-K filed
previously with the SEC.

         ORGANIZATION. JCC Holding Company was incorporated under Delaware law
on August 20, 1996. We are a casino and entertainment development company, and
conduct business through our wholly-owned subsidiaries, Jazz Casino Company,
L.L.C., JCC Development Company, L.L.C., JCC Canal Development, L.L.C., and JCC
Fulton Development, L.L.C., all Louisiana limited liability companies. We began
business operations in October 1998, when we assumed the business operations
formerly owned by Harrah's Jazz Company, a general parternship, and its
subsidiary, Harrah's Jazz Finance Corporation, which filed for relief under the
United States Bankruptcy Code on November 22, 1995. Except as otherwise noted,
for purposes of this report, references to the words "we", "us", and "our" refer
to JCC Holding Company together with each of our subsidiaries.

         Our purpose is to operate and develop an exclusive land-based casino
entertainment facility in New Orleans, Louisiana. Our casino commenced
operations on October 28, 1999. We also plan to develop approximately 130,000
square feet of multipurpose non-gaming entertainment space on the second floor
of the casino and develop various adjacent properties for entertainment uses
supporting the casino. We have not obtained financing to fund these
developments.

         BASIS OF PRESENTATION. The accompanying unaudited condensed
consolidated financial statements have been prepared in accordance with the
instructions to Form 10-Q, and therefore do not include all information and
notes necessary for complete financial statements in conformity with accounting
principles generally accepted in the United States of America. The results for
the periods indicated are unaudited, but reflect all adjustments (consisting
primarily of normal recurring accruals and reclassifying previously reported
amounts to conform to current classifications) which management considers
necessary for a fair presentation of operating results for the interim periods
presented. However, the results of operations for the interim periods presented
should not be used as a basis for estimating results of operations for a full
year. These condensed consolidated financial statements and related notes should
be read in conjunction with the financial statements and notes included in our
Annual Report on Form 10-K for the year ended December 31, 2000.

         The Condensed Consolidated Statements of Operations and Cash Flows for
the three months ended March 31, 2001, have been presented as
debtors-in-possession financial statements due to the fact that we were in
bankruptcy proceedings from the period from January 4, 2001 to March 29, 2001,
the effective date of consummation of our plan of reorganization. The
transactions that took place during the remaining five days within the first
quarter are deemed immaterial and did not warrant separate disclosure on the
face of our Condensed Consolidated Statements of Operations and Cash Flows.
Accordingly, the financial statements for the three months ended March 31, 2001
presented in this report are presented as if we had been debtors-in-possession
for the full quarter.

         BANKRUPTCY IN JANUARY 2001. On January 4, 2001, we filed a voluntary
petition for relief under Chapter 11 of the U.S. Bankruptcy Code in order to
allow restructuring of our obligations to the State of Louisiana and the City of
New Orleans, long-term debt, bank credit facilities, and trade and other
obligations. The filing was made in the U.S. Bankruptcy Court for the Eastern
District of Louisiana in New Orleans. After the filing of the petition, we
continued to operate as debtors-in-possession subject to the Bankruptcy Court's
supervision and orders.

         Our plan of reorganization, which was approved by the Bankruptcy Court
on March 19, 2001 and was consummated on March 29, 2001, resulted in, among
other things, elimination of our then existing common stock and debt securities
and the issuance of new common stock and debt securities to certain creditors.
The consequences of our bankruptcy proceeding are reflected in the financial
statements as of the effective date of our reorganization.


                                       6
<PAGE>



The cancellation of non-affiliate debt and related accrued interest resulted in
an extraordinary gain as of the effective date. During the first quarter of
2001, we recorded an extraordinary gain on the early extinguishment of our debt
of $213.4 million. This gain arises from the discharge of $317.0 million of
outstanding principal and interest due to non-affiliates under our senior
subordinated notes with contingent payments due 2009, bank term loans, and
convertible junior subordinated debentures, in exchange for new debt and equity
securities with a fair value of $103.6 million. In addition, the cancellation of
affiliate debt and other obligations resulted in an increase of $304.8 million
to additional paid in capital as of the effective date of our reorganization. We
did not meet the requirements to utilize fresh start reporting. Therefore, in
accordance with Statement of Position 90-7: "Financial Reporting by Entities in
Reorganization Under the Bankruptcy Code," our liabilities compromised by the
confirmed Plan of Reorganization have been stated at the present value of the
amounts to be paid, reorganization expenses have been separately disclosed and
the forgiveness of debt has been reported as an adjustment to additional paid in
capital and an extraordinary item on the face of the Condensed Consolidated
Statements of Operations.

         Our plan of reorganization takes into account the reduction of our
annual minimum payment obligations to the Louisiana Gaming Control Board to the
greater of 21.5% of gross gaming revenue or a minimum payment of $50 million
commencing April 1, 2001, through March 31, 2002, and $60 million each fiscal
year thereafter. Under the plan, Harrah's Entertainment, Inc. ("Harrah's
Entertainment" or "HET") and Harrah's Operating Company, Inc. ("Harrah's
Operating Company" or "HOCI") have provided a new minimum payment guaranty to
the Louisiana Gaming Control Board, which secures Jazz Casino's annual minimum
payment obligation to the Louisiana Gaming Control Board pursuant to a new
agreement among Harrah's Entertainment and Harrah's Operating Company and our
subsidiary Jazz Casino Company, L.L.C. (the "new HET/JCC Agreement"). In
exchange for providing a new minimum payment guaranty, Harrah's Entertainment
and Harrah's Operating Company (and any substitute guarantor) will receive an
annual guaranty fee from us. The obligations under the new HET/JCC Agreement are
secured by, among other things, a first lien on substantially all of our assets
(except our Casino Operating Contract with the State of Louisiana and the gross
revenue share payments due to the State thereunder). Our reorganization plan
also took into account a reduction of at least $5 million in the amounts
required to be paid under our agreements with the City of New Orleans and the
Rivergate Development Corporation.

         On the effective date of our plan of reorganization, our outstanding
common stock consisted of 12,386,200 shares of new common stock. Under the plan
of reorganization, in consideration of, among other things, Harrah's
Entertainment's and Harrah's Operating Company's consent to the cancellation and
extinguishment of all claims against us arising under our Revolving Credit
Facility, the Tranche A-2 Term Loan, the Tranche B-2 Term Loan, the Slot Lease,
the Junior Subordinated Credit Facility, the Completion Loan Guarantee, and the
JCC Development promissory note, our manager, Harrah's New Orleans Management
Company, Inc.'s, and its affiliates' agreement to waive all claims relating to
existing defaults under our Management Agreement, the Administrative Services
Agreement, the Forbearance Agreement, the Warrant Agreement, and any other
pre-petition claims against us, and Harrah's Operating Company's agreement to
contribute the slot machines used in our casino to JCC Holding, Harrah's
Entertainment received 6,069,238 shares (49%) of our new common stock; holders
of claims arising under the Tranche B-1 of the Bank Credit Facilities received
1,734,068 shares (14%) of our new common stock; and holders of claims arising
under our Senior Subordinated Notes received 4,582,894 shares (37%) of our new
common stock.

         In addition, we issued new term notes in the aggregate amount of $124.5
million (face value), which will mature 7 years from their issuance and bear
interest at The London Interbank Offered Rate ("LIBOR") plus 275 basis points.
The holders of claims arising under Tranches A-1, A-3 and B-1 of the Bank Credit
Facilities received $55.0 million in new term notes; Harrah's Entertainment and
its affiliates, as holders of claims arising under the HET/JCC Agreement and
Tranche A-2 of the Bank Credit Facilities received $51.6 million in new term
notes; and holders of claims arising under the Senior Subordinated Notes
received $17.9 million in new term notes. All holders of casino operation
related unsecured claims are being paid, in cash, the full amount of their
claims.

         We have up to $35 million available for working capital purposes under
a new revolving line of credit provided by Harrah's Entertainment. Our new
revolving credit facility bears interest at a rate of LIBOR plus 3.00% per annum
and will mature in 2006. The obligations under the credit facility are secured
by substantially all of our assets (except our Casino Operating Contract with
the State of Louisiana and the revenue share payments due to the State of
Louisiana thereunder) and the casino's bankroll. Our new revolving credit
facility is secured on a second



                                       7
<PAGE>



lien priority basis, junior only to a lien securing certain obligations under
the new HET/JCC Agreement pursuant to which Harrah's Entertainment agreed to
provide a minimum payment guaranty. The new term notes are secured by liens on
the same assets junior to our revolving credit facility lien.

         Our manager, Harrah's New Orleans Management Company, will continue to
manage the casino pursuant to our management agreement which was amended in
connection with our bankruptcy plan of reorganization. Under our amended
management agreement, we have the right to terminate the management agreement if
the casino fails to achieve adjusted earnings before interest, income taxes,
depreciation, amortization and management fees ("EBITDAM") of not less than 85%
for 2001, 84% for 2002, and 83% for 2003 and thereafter, of the adjusted EBITDAM
forecast by the manager. The amount of the management fee previously paid to the
manager was adjusted under the amended management agreement, and certain fees
charged to the casino by the manager and its affiliates were eliminated.

         Upon the filing of our petitions for Chapter 11 reorganization, we
required funds to meet certain postpetition financial obligations, including the
minimum daily payments required under our casino operating contract and the
payment obligations arising under our Rivergate Development Corporation Lease.
To meet those cash needs, we arranged for a debtor-in-possession financing
facility provided by Harrah's Entertainment and its affiliates, the terms of
which were negotiated with Harrah's Entertainment prior to the date of filing
our bankruptcy petition.

         REORGANIZATION ITEMS. During the first quarter of 2001, we incurred
reorganization expenses of $100.4 million. These expenses include a $90.4
million charge to reflect the gross-up adjustment of the unamortized balance of
the discount of the senior subordinated notes to record the amount of the
allowed claim, which were cancelled as a result of our plan of reorganization.
The remaining expenses are primarily made up of consulting and legal fees,
issuance costs related to the new debt and equity securities, costs associated
with contract rejections and retention bonuses.

         RECENTLY ISSUED PRONOUNCEMENTS. In the first quarter of 2001, the
Emerging Issues Task Force ("EITF") reached a consensus on certain issues in
EITF 00-22 "Accounting for "Points" and Certain Other Time-Based Sales Incentive
Offers, and Offers for Free Products or Services to Be Delivered in the Future."
EITF 00-22 requires that cash rebates or refunds be shown as a reduction of
revenues effective for quarters ending after February 15, 2001. We adopted the
consensus provisions of EITF 00-22 in the first quarter of 2001. To be
consistent with the 2001 presentation, various "cash back" rewards, previously
shown as casino expenses, were reclassified as a reduction of net revenues in
the first quarter of 2000. This did not have any effect on previously reported
operating income or net income. The cash back rewards for the three months ended
March 31, 2001 and 2000 were $866,000 and $1.6 million respectively.

NOTE 2. SHORT-TERM BORROWINGS

         Our new revolving credit facility provided on the effective date of our
reorganization by Harrah's Entertainment provides Jazz Casino with up to $35
million of available credit to meet working capital requirements, including up
to $10 million of availability for letters of credit. The new revolving credit
facility bears interest at a rate of LIBOR plus 3.00% per annum and will mature
in 2006. The credit facility is secured by substantially all of our assets
(except the Casino Operating Contract with the State of Louisiana, our casino
bankroll and the gross revenue share payments due to the State of Louisiana).
The new revolving credit facility is secured on a second lien priority basis,
junior only to a lien securing our obligations under the new HET/JCC Agreement
(see Note 1). As of May 11, 2001, outstanding borrowings under this revolving
credit facility were $5.8 million, including $1.8 million of letters of credit.

NOTE 3. LONG-TERM DEBT

         On the effective date of our reorganization, our then existing
long-term debt was cancelled. New term notes were issued in the aggregate
principal (face) amount of $124.5 million that will mature seven years after the
effective date (see Note 1) in connection with the cancellation of long-term
debt and certain other obligations. The new term notes will pay interest
semi-annually at LIBOR plus 2.75% per annum. In the first year, one half of the
interest



                                       8
<PAGE>



payments on the new term notes may be paid in kind and added to the principal at
our option. Principal payments on the new term notes are amortized as follows:
zero in the first year; 50% of free cash flow (as defined in the new term note
agreement) in the second through fourth years; and $6 million annually in the
fifth through seventh years, with all remaining unpaid principal payable at
maturity. As of the effective date, the variable interest rate on the new term
notes was considered by the Company to be lower than prevailing interest rates
for debt with similar terms and credit ratings. In accordance with Statement of
Position 90-7, the new term notes were valued based on discounting concepts to
approximate their fair value (12.5% discount rate). We are also subject to
numerous debt covenants under the new term note agreement.

NOTE 4. RELATED PARTY TRANSACTIONS

         AMENDED MANAGEMENT AGREEMENT. The casino's operations are managed by
Harrah's New Orleans Management Company, a wholly-owned subsidiary of Harrah's
Entertainment, pursuant to our amended management agreement. We have also
contracted with Harrah's Operating Company to perform various administrative
services pursuant to an administrative services agreement. Services to be
provided under this agreement include accounting, computer processing, risk
management, marketing and administration of certain human resource matters.

         On the effective date, all fees under our management agreement were
waived and we entered into an amendment to the management agreement. Under the
amended management agreement, the manager continues to be responsible for and
have authority over, among other things:

     o    hiring, supervising and establishing labor policies with respect to
          employees of the casino;

     o    gaming and entertainment operations including security and internal
          control procedures;

     o    public relations and promotions;

     o    retaining certain suppliers;

     o    all accounting, budgeting, financial and treasury functions in the
          casino; and

     o    performing certain system services generally performed at casinos
          owned or operated by Harrah's Entertainment and its affiliates.

         In addition, the manager and Harrah's Operating Company shall continue
to provide the administrative services previously provided by Harrah's Operating
Company under our administrative services agreement, which was terminated on the
effective date of our reorganization, at no additional cost (other than the
costs related to insurance and risk management services).

         Under our amended management agreement, as consideration for managing
the casino, the manager is entitled to receive a management fee equal to thirty
percent of EBITDAM. Under the amended management agreement, we are also required
to reimburse Harrah's Entertainment for the cost of property level executive
salaries previously funded by Harrah's Entertainment and to reimburse Harrah's
Entertainment for insurance related to the casino and previously funded by
Harrah's Entertainment on our behalf. Neither the manager or any of its
affiliates is entitled to receive fees for services previously provided under
our administrative service agreement, which services must now be provided at no
additional cost (see Note 1).

         NEW HET/JCC AGREEMENT. On the effective date, our minimum payment loan
along with the guaranty fees and related interest charges were cancelled and
Harrah's Entertainment and Harrah's Operating Company received new notes and new
common stock in the amount of $30.6 million (face value) and approximately 3.1
million shares, respectively. In addition, Jazz Casino entered into the New
HET/JCC Agreement pursuant to which Harrah's Entertainment provides a minimum
payment guaranty to the Louisiana Gaming Control Board. We procured an initial
rolling, four-year minimum payment guaranty which guarantees the minimum payment
required to be made to the Louisiana Gaming Control Board under our Casino
Operating Contract, and are required to provide rolling, three year minimum
payment guaranties thereafter. The initial minimum payment guaranty has been
provided by Harrah's Entertainment, and guarantee the following amounts payable
to the Louisiana Gaming Control Board:

     o    $50 million in the period April 1, 2001 to March 31, 2002;


                                       9
<PAGE>


     o    $60 million in the period April 1, 2002 to March 31, 2003;

     o    $60 million in the period April 1, 2003 to March 31, 2004; and

     o    $60 million in the period April 1, 2004 to March 31, 2005.

         Harrah's Entertainment and Harrah's Operating Company will receive an
annual guaranty fee in the amount of two percent of the total amount at risk at
such time under the minimum payment guaranty. The guaranty fees for the period
through March 31, 2002 shall be deferred and become payable in four equal
installments due on March 31, 2002, March 31, 2003, March 31, 2004, and March
31, 2005, provided that any then unpaid installments of the deferred guaranty
fee for the period through March 31, 2002 shall be due and payable in full upon
any termination of the amended management agreement. For any periods after March
31, 2002, the guaranty fee for the period April 1, 2002 to March 31, 2003 shall
be due and payable on March 31, 2002; the guaranty fee for the period from April
1, 2003 to March 31, 2004 shall be due and payable on March 31, 2003; and the
guaranty fee for the period from April 1, 2004 to March 31, 2005 shall be due
and payable on March 31, 2004. Advances made by Harrah's Entertainment on our
behalf pursuant to the New HET/JCC Agreement bear interest at the rate specified
for loans under our new revolving credit facility (LIBOR plus 3.00% per annum)
and are secured on a first lien priority basis by substantially all of our
assets (except the Casino Operating Agreement, the casino bankroll and the gross
revenue share payments due to the State of Louisiana).

         JUNIOR SUBORDINATED CREDIT FACILITY. Harrah's Entertainment and
Harrah's Operating Company previously provided us with the $22.5 million junior
subordinated credit facility. On the effective date of our reorganization, this
junior subordinated credit facility was cancelled (see Note 1).

         PROMISSORY NOTE. Harrah's Operating Company previously provided our
subsidiary, JCC Development, with loans evidenced by a $2 million promissory
note. On the effective date, the promissory note documenting this loan was
cancelled and all claims arising under the note were extinguished (see Note 1).

         HARRAH'S ENTERTAINMENT LOAN GUARANTEE. Harrah's Entertainment and
Harrah's Operating Company previously provided a payment guaranty with respect
to the Tranche A-2 and B-2 term loans and the revolving line of credit. On the
effective date of our reorganization, this payment guaranty was cancelled along
with the Tranche A-2 and B-2 term loans and the revolving credit facility (see
Note 1).

         AMENDED COMPLETION LOAN AGREEMENT. Harrah's Entertainment and Harrah's
Operating Company previously provided us with draws on the previously available
completion loan totaling $5.1 million. On the effective date of our
reorganization, this completion loan was cancelled (see Note 1).

         EQUIPMENT LEASES. During 1999, we entered into a master lease agreement
for approximately 1,900 slot machines with Harrah's Operating Company. On the
effective date of our reorganization, the master lease agreement was cancelled.
Harrah's Operating Company contributed the slot machines to us (see Note 1). The
slot machines were recorded at an estimated fair value of $3.6 million.

         LIMITED FORBEARANCE AGREEMENT. On the effective date, our limited
forbearance agreement with Harrah's Operating Company and Harrah's New Orleans
Management Company was cancelled (see Note 1).

NOTE 5. INCOME TAXES

         We have available net operating loss carryforwards as of December 31,
2000, totaling approximately $202 million that expire beginning in 2018. In
connection with our reorganization upon emergence from bankruptcy, we realized a
gain from the extinguishment of certain indebtedness. This gain will not be
taxable since the gain results from reorganization under the Bankruptcy Code.
However, we are required, as of the beginning of our 2002 taxable year, to
reduce net operating loss ("NOL") carryforwards or our depreciable asset basis,
in an amount equal to such gain on extinguishment.


                                       10
<PAGE>


         Our reorganization upon emergence from bankruptcy constituted an
ownership change under Section 382 of the Internal Revenue Code and therefore,
our NOLs generated prior to the ownership change will be reduced for interest
deductions taken with regard to the debt exchanged for equity in the
reorganization.

NOTE 6. COMMITMENTS AND CONTINGENCIES

         CASINO OPERATING CONTRACT. Since the effective date of our
reorganization, we have operated under an amended casino operating contract
establishing the payments to the Louisiana Gaming Control Board at the greater
of (i) 21.5% of gross gaming revenues from the casino in the applicable casino
operating contract fiscal year or (ii) $50 million for the period from April 1,
2001 to March 31, 2002, and $60 million for each annual period thereafter. In
addition, we must pay an override on gross gaming revenues equal to (i) 1.5% of
gross gaming revenues in excess of $500 million, up to $700 million, (ii) 3.5%
for gross gaming revenues in excess of $700 million, up to $800 million, (iii)
5.5% for gross gaming revenues in excess of $800 million, up to $900 million,
and (iv) 7.5% for gross gaming revenues in excess of $900 million.

         We were required to procure an initial rolling, four-year minimum
payment guaranty guaranteeing the minimum payments required to be made to the
Louisiana Gaming Control Board under the casino operating contract, and must
provide rolling, three-year minimum payment guaranties thereafter. By March 31
of each year (beginning with March 31, 2003), we must obtain a minimum payment
guaranty (or extension thereof) extending the minimum payment guaranty to the
third anniversary of such date, so that three years of future payments to the
Louisiana Gaming Control Board are guaranteed. We need not procure the guaranty
if our gross gaming revenue exceeds $350 million annually.

         In addition, as of the effective date of our reorganization, certain
restrictions previously imposed on food and restaurant facilities, service,
lodging and the sale of products not directly related to gaming operations have
been modified (see Note 1).

         OTHER CONTINGENCIES. The enactment and implementation of gaming
legislation in the State of Louisiana and the development of the casino and
related facilities have been the subject of lawsuits, claims and delays brought
about by various parties. In addition, we are involved in a number of legal
proceedings and claims arising in the normal course of business. While we cannot
predict the outcome of such legislative proceedings and litigation, we do not
expect that the final outcome of these matters will materially and adversely
affect our results of operations, cash flows, or financial condition.

NOTE 7. RESTATEMENT

         QUASI-REORGANIZATION. As of March 31, 2001, we reduced the balance of
additional paid-in capital by $322.1 million to eliminate the existing
accumulated deficit pursuant to a quasi-reorganization that was approved by our
board of directors given that we had completed our restructuring, obtained
long-term financing and successfully emerged from bankruptcy on March 29, 2001.

         Subsequent to the issuance of the Company's Unaudited Condensed
Consolidated Financial Statements as of and for the quarter ended March 31,
2001, and considering recent discussions with the staff of the Securities and
Exchange Commission, it was determined that we did not meet all of the
conditions necessary to effect a quasi-reorganization, and that the
quasi-reorganization adjustment should be reversed. Our board of directors has
approved such reversal. We also determined that we had inadvertently excluded
condensed financial information for our guarantor subsidiaries. Accordingly, the
accompanying financial statements as of and for the quarter ended March 31, 2001
have been restated from the amounts previously reported to increase the
additional paid-in capital by $322.1 million and reinstate the accumulated
deficit balance by the same amount; and to include the condensed financial
information of our guarantor subsidiaries (See Note 8). The restatement does not
affect loss before extraordinary items, net income or net income per share.



                                       11
<PAGE>
         A summary of the significant effects of the restatement is as follows:


<Table>
<Caption>
                                                                 AS PREVIOUSLY
(IN THOUSANDS)                                                     REPORTED         AS RESTATED
                                                                 -------------     -------------
<S>                                                              <C>               <C>
STOCKHOLDERS' EQUITY AT MARCH 31, 2001:
        Common stock                                             $         124     $         124
        Additional paid-in capital                                      91,098           413,150
        Accumulated deficit                                                 --          (322,052)
                                                                 -------------     -------------
                Total stockholders' equity                       $      91,222     $      91,222
                                                                 =============     =============
</Table>

NOTE 8. GUARANTOR FINANCIAL INFORMATION

         JCC Holding and all of its other wholly owned subsidiaries (the
"Guarantor Subsidiaries") have fully and unconditionally guaranteed on a joint
and several basis Jazz Casino's obligations under the new term notes described
in Note 3. The Guarantor Subsidiaries and Jazz Casino comprise all of the direct
and indirect subsidiaries of JCC Holding. All of the assets of JCC Holding's
subsidiaries are restricted and may not be transferred to JCC Holding in the
form of loans, cash or dividends without the consent of a third party. The
following consolidating schedules present condensed financial information for
Jazz Casino, JCC Holding and the Guarantor Subsidiaries on a combined basis as
of March 31, 2001 and December 31, 2000, and for the three months ended March
31, 2001 and 2000.



                                       12
<PAGE>
                      JCC HOLDING COMPANY AND SUBSIDIARIES
                      CONDENSED CONSOLIDATING BALANCE SHEET
                                 MARCH 31, 2001
                                   (UNAUDITED)
                     (IN THOUSANDS, EXCEPT PER SHARE DATA)

<Table>
<Caption>
                                                             JAZZ CASINO   JCC HOLDING    GUARANTOR                  CONSOLIDATED
                                                               COMPANY       COMPANY     SUBSIDIARIES  ELIMINATIONS     TOTAL
                                                             -----------   -----------   ------------  ------------  ------------
<S>                                                          <C>           <C>           <C>           <C>           <C>
                          ASSETS
Current Assets:
  Cash and cash equivalents                                   $  33,603     $      14     $      13     $      --     $  33,630
  Accounts receivable, net of allowance for doubtful
    accounts                                                      4,211            --            --            --         4,211
  Intercompany receivables                                        1,983            --            --        (1,983)           --
  Inventories                                                       604            --            --            --           604
  Prepaids and other assets                                       4,938            --           155            --         5,093
  Property available for sale                                        --            --            --            --            --
                                                              ---------     ---------     ---------     ---------     ---------
      Total current assets                                       45,339            14           168        (1,983)       43,538
                                                              ---------     ---------     ---------     ---------     ---------
Property and Equipment:
  Buildings on leased land                                      128,974            --            --            --       128,974
  Furniture, fixtures and equipment                              26,487            --            --            --        26,487
  Property held for development                                      --            --        15,521            --        15,521
  Leasehold improvements                                            245            --            --            --           245
  Construction in progress                                           68            --            27            --            95
                                                              ---------     ---------     ---------     ---------     ---------
      Total                                                     155,774            --        15,548            --       171,322
  Less - accumulated depreciation                               (27,790)           --            --            --       (27,790)
                                                              ---------     ---------     ---------     ---------     ---------
      Net property and equipment                                127,984            --        15,548            --       143,532
                                                              ---------     ---------     ---------     ---------     ---------
Other Assets:
  Deferred operating contract cost, net of
    accumulated amortization                                     25,266            --            --            --        25,266
  Lease prepayment, net of accumulated amortization               6,246            --            --            --         6,246
  Deferred charges and other, net of accumulated
    amortization                                                 10,534            --            40            --        10,574
  Investment in Subsidiaries                                         --        92,046            --       (92,046)           --
                                                              ---------     ---------     ---------     ---------     ---------
      Total other assets                                         42,046        92,046            40       (92,046)       42,086
                                                              ---------     ---------     ---------     ---------     ---------
        TOTAL ASSETS                                          $ 215,369     $  92,060     $  15,756     $ (94,029)    $ 229,156
                                                              =========     =========     =========     =========     =========

     LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Current Liabilities:
  Short-term borrowings                                       $   8,000     $      --     $      --     $      --         8,000
  Accounts payable - trade                                        1,735            --            --            --         1,735
  Accrued interest                                                   52            --            --            --            52
  Accrued expenses                                               17,185            50             1            --        17,236
  Due to affiliates                                               1,271            --            --            --         1,271
  Intercompany payables                                              --           788         1,195        (1,983)           --
  Preconfirmation contingencies                                   6,262            --            --            --         6,262
  Other                                                           2,038            --            --            --         2,038
                                                              ---------     ---------     ---------     ---------     ---------
      Total current liabilities                                  36,543           838         1,196        (1,983)       36,594
                                                              ---------     ---------     ---------     ---------     ---------
Long-Term Debt, net of discount                                 100,950            --            --            --       100,950

Due to affiliates                                                    --            --            --            --            --
Other long-term liabilities                                         390            --            --            --           390

Commitments and Contingencies

Stockholders' Equity (Deficit):
  Common Stock:
    Unclassified common stock (40,000 shares authorized;
      12,386 shares issued and outstanding; par value
      $.01 per share)                                                --           124            --            --           124
    Class A common stock (20,000 shares authorized;
      5,778 shares issued and outstanding; par value
      $.01 per share                                                 --            --            --            --            --
    Class B common stock (20,000 shares authorized;
      4,453 shares issued and outstanding; par value
      $.01 per share)                                                --            --            --            --            --
  Additional paid-in capital                                    398,149       413,150        14,866      (413,015)      413,150
  Member capital                                                      1            --            --            (1)           --
  Accumulated deficit                                          (320,664)     (322,052)         (306)      320,970      (322,052)
                                                              ---------     ---------     ---------     ---------     ---------
      Total stockholders' equity (deficit)                       77,486        91,222        14,560       (92,046)       91,222
                                                              ---------     ---------     ---------     ---------     ---------
      TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)    $ 215,369     $  92,060     $  15,756     $ (94,029)    $ 229,156
                                                              =========     =========     =========     =========     =========
</Table>


                                       13
<PAGE>


                      JCC HOLDING COMPANY AND SUBSIDIARIES
                     CONDENSED CONSOLIDATING BALANCE SHEET
                               DECEMBER 31, 2000
                                   (UNAUDITED)
                     (IN THOUSANDS, EXCEPT PER SHARE DATA)

<Table>
<Caption>
                                                             JAZZ CASINO   JCC HOLDING    GUARANTOR                   CONSOLIDATED
                                                               COMPANY       COMPANY     SUBSIDIARIES  ELIMINATIONS      TOTAL
                                                             -----------   -----------   ------------  ------------   -----------
<S>                                                          <C>           <C>           <C>           <C>            <C>
                       ASSETS
Current Assets:

  Cash and cash equivalents                                   $  26,602     $      14     $      10     $      --     $  26,626
  Accounts receivable, net of allowance for
    doubtful accounts                                             6,271            --             1            --         6,272
  Intercompany receivables                                        1,746            --            --        (1,746)           --
  Inventories                                                       685            --            --            --           685
  Prepaids and other assets                                       3,678            --            --            --         3,678
                                                              ---------     ---------     ---------     ---------     ---------
      Total current assets                                       38,982            14            11        (1,746)       37,261
                                                              ---------     ---------     ---------     ---------     ---------
Property and Equipment:
  Buildings on leased land                                      128,936            --            --            --       128,936
  Furniture, fixtures and equipment                              22,492            --            --            --        22,492
  Property held for development                                      --            --        15,520            --        15,520
  Leasehold improvements                                            245            --            --            --           245
  Construction in progress                                           62            --            27            --            89
                                                              ---------     ---------     ---------     ---------     ---------
      Total                                                     151,735            --        15,547            --       167,282
  Less - accumulated depreciation                               (25,561)           --            --            --       (25,561)
                                                              ---------     ---------     ---------     ---------     ---------
      Net property and equipment                                126,174            --        15,547            --       141,721
                                                              ---------     ---------     ---------     ---------     ---------
Other Assets:
  Deferred operating contract cost, net of
    accumulated amortization                                     25,536            --            --            --        25,536
  Lease prepayment, net of accumulated amortization               6,312            --            --            --         6,312
  Deferred charges and other, net of accumulated
    amortization                                                 10,589            --            42            --        10,631
                                                              ---------     ---------     ---------     ---------     ---------
      Total other assets                                         42,437            --            42            --        42,479
                                                              ---------     ---------     ---------     ---------     ---------
        TOTAL ASSETS                                          $ 207,593     $      14     $  15,600     $  (1,746)    $ 221,461
                                                              =========     =========     =========     =========     =========

    LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Current Liabilities:
  Short-term borrowings                                       $  23,250     $      --     $      --     $      --     $  23,250
  Accounts payable - trade                                          844            --            --            --           844
  Accrued interest                                                7,025            --            --            --         7,025
  Accrued expenses                                               12,270            30             1            --        12,301
  Due to affiliates                                              64,806            --            --            --        64,806
  Intercompany payables                                              --           758           988        (1,746)           --
  Preconfirmation contingencies                                   2,212            --            --            --         2,212
  Other                                                           1,977            --            --            --         1,977
                                                              ---------     ---------     ---------     ---------     ---------
      Total current liabilities                                 112,384           788           989        (1,746)      112,415
                                                              ---------     ---------     ---------     ---------     ---------
Long-Term Debt, net of discount                                 394,759            --         1,653            --       396,412

Due to affiliates                                                20,943            --            25            --        20,968
Other long-term liabilities                                         339            --            --            --           339
Investment in Subsidiaries                                                    307,900                    (307,900)           --
Commitments and Contingencies

Stockholders' Equity (Deficit):
  Common Stock:
    Unclassified common stock (40,000 shares authorized;
      12,386 shares issued and outstanding; par value
      $.01 per share)                                                --            --            --            --            --
    Class A common stock (20,000 shares authorized;
      5,778 shares issued and outstanding; par value
      $.01 per share                                                 --            58            --            --            58
    Class B common stock (20,000 shares authorized;
      4,453 shares issued and outstanding; par value
      $.01 per share)                                                --            45            --            --            45
  Additional paid-in capital                                     94,925       108,269        13,186      (108,111)      108,269
  Member capital                                                      1            --            --            (1)           --
  Retained earnings (Accumulated deficit)                      (415,758)     (417,046)         (253)      416,012      (417,045)
                                                              ---------     ---------     ---------     ---------     ---------
      Total stockholders' equity (deficit)                     (320,832)     (308,674)       12,933       307,900      (308,673)
                                                              ---------     ---------     ---------     ---------     ---------
      TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)    $ 207,593     $      14     $  15,600     $  (1,746)    $ 221,461
                                                              =========     =========     =========     =========     =========
</Table>


                                       14
<PAGE>


                               JCC HOLDING COMPANY
                 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
                    FOR THE THREE MONTHS ENDED MARCH 31, 2001
                                   (UNAUDITED)
                        (IN THOUSANDS, EXCEPT SHARE DATA)

<Table>
<Caption>
                                                          JAZZ          JCC
                                                         CASINO        HOLDING     GUARANTOR                   CONSOLIDATED
                                                         COMPANY       COMPANY    SUBSIDIARIES  ELIMINATIONS      TOTAL
                                                        ---------     ---------   ------------  ------------   ------------
<S>                                                     <C>           <C>           <C>           <C>           <C>
Revenues:
  Casino                                                $  61,360     $      --     $      --     $      --     $  61,360
  Food and beverage                                         5,263            --            --            --         5,263
  Retail, parking and other                                 2,751            --             2            --         2,753
  Less: casino promotional allowances                      (5,485)           --            --            --        (5,485)
                                                        ---------     ---------     ---------     ---------     ---------
    Total Net Revenues                                     63,889            --             2            --        63,891
                                                        ---------     ---------     ---------     ---------     ---------
Operating Expenses:
  Direct:
    Casino                                                 52,960            --            --            --        52,960
    Food and beverage                                       3,849            --            --            --         3,849
    Retail, parking and other                               1,257            --            --            --         1,257
  General and administrative                               20,788            50            52            --        20,890
  Depreciation and amortization                             2,530            --             1            --         2,531
  Equity in Subsidiary Losses                                  --       (95,043)           --        95,043            --
                                                        ---------     ---------     ---------     ---------     ---------
    Total operating expenses                               81,384       (94,993)           53        95,043        81,487
                                                        ---------     ---------     ---------     ---------     ---------
Operating Income (Loss)                                   (17,495)       94,993           (51)      (95,043)      (17,596)
                                                        ---------     ---------     ---------     ---------     ---------
Reorganization Expenses                                  (100,429)           --            --            --      (100,429)

Other income (expenses):
  Interest expense, net of capitalized interest              (621)           --            --            --          (621)
  Interest and other income                                   191            --            --            --           191
                                                        ---------     ---------     ---------     ---------     ---------
    Total other income (expenses)                            (430)           --            --            --          (430)
                                                        ---------     ---------     ---------     ---------     ---------

Loss before extraordinary items:                         (118,354)       94,993           (51)      (95,043)     (118,455)

  Extraordinary gain on early extinguishment              213,448            --            --            --       213,448
                                                        ---------     ---------     ---------     ---------     ---------
Net Income (Loss)                                       $  95,094     $  94,993     $     (51)    $ (95,043)    $  94,993
                                                        =========     =========     =========     =========     =========
</Table>


                                       15
<PAGE>


                               JCC HOLDING COMPANY
                 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
                    FOR THE THREE MONTHS ENDED MARCH 31, 2000
                                   (UNAUDITED)
                        (IN THOUSANDS, EXCEPT SHARE DATA)

<Table>
<Caption>
                                                                         JCC
                                                       JAZZ CASINO     HOLDING     GUARANTOR                   CONSOLIDATED
                                                         COMPANY       COMPANY    SUBSIDIARIES  ELIMINATIONS      TOTAL
                                                       ----------     ---------   ------------  ------------   ------------
<S>                                                    <C>            <C>         <C>           <C>            <C>
Revenues:
  Casino                                                $  58,495     $      --     $      --     $      --     $  58,495
  Food and beverage                                         5,013            --            --            --         5,013
  Retail, parking and other                                 2,196            --             2            --         2,198
  Less: casino promotional allowances                      (4,728)           --            --            --        (4,728)
                                                        ---------     ---------     ---------     ---------     ---------
    Total Net Revenues                                     60,976            --             2            --        60,978
                                                        ---------     ---------     ---------     ---------     ---------
Operating Expenses:
  Direct:
    Casino                                                 53,442            --            --            --        53,442
    Food and beverage                                       3,850            --            --            --         3,850
    Retail, parking and other                               1,157            --            --            --         1,157
  General and administrative                               20,626           156            59            --        20,841
  Depreciation and amortization                             5,896            --             1            --         5,897
  Equity in Subsidiary Losses                                  --        34,595            --       (34,595)           --
                                                        ---------     ---------     ---------     ---------     ---------
    Total operating expenses                               84,971        34,751            60       (34,595)       85,187
                                                        ---------     ---------     ---------     ---------     ---------
Operating Income (Loss)                                   (23,995)      (34,751)          (58)       34,595       (24,209)
                                                        ---------     ---------     ---------     ---------     ---------
Other income (expenses):
  Interest expense, net of capitalized interest           (10,667)           --            --            --       (10,667)
  Interest and other income                                   125            --             1            --           126
                                                        ---------     ---------     ---------     ---------     ---------
    Total other income (expenses)                         (10,542)           --             1            --       (10,541)
                                                        ---------     ---------     ---------     ---------     ---------
Net Income (Loss)                                       $ (34,537)    $ (34,751)    $     (57)    $  34,595     $ (34,750)
                                                        =========     =========     =========     =========     =========
</Table>


                                       16
<PAGE>


                      JCC HOLDING COMPANY AND SUBSIDIARIES
                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                    FOR THE THREE MONTHS ENDED MARCH 31, 2001
                                   (UNAUDITED)
                                 (IN THOUSANDS)

<Table>
<Caption>
                                                              JAZZ CASINO    JCC HOLDING   GUARANTOR                  CONSOLIDATED
                                                                COMPANY        COMPANY    SUBSIDIARIES  ELIMINATIONS     TOTAL
                                                              -----------    -----------  ------------  ------------  ------------
<S>                                                            <C>           <C>          <C>           <C>           <C>
Cash Flows From Operating Activities:
  Net income (loss)                                            $  95,094     $  94,993     $     (51)    $ (95,043)    $  94,993
  Adjustments to reconcile net income (loss) to net
    cash provided by (used in) operating activities:
    Depreciation and amortization                                  2,530            --             1            --         2,531
    Amortization of note discount                                 90,365            --            --            --        90,365
    Extraordinary gain on early extinguishment of debt          (213,448)           --            --            --      (213,448)
    Deferred rent                                                    284            --            --            --           284
    Provision for bad debts                                          640            --            --            --           640
    Equity in Subsidiary losses                                       --       (95,043)           --        95,043            --
  Changes in operating assets and liabilities:
    Accounts receivable                                            1,419            --             1            --         1,420
    Inventories                                                       81            --            --            --            81
    Prepaids and other assets                                     (1,260)           --          (155)           --        (1,415)
    Intercompany receivable/payable                                 (237)           30           207            --            --
    Accounts payable - trade                                         891            --            --            --           891
    Accrued interest                                                  52            --            --            --            52
    Accrued expenses                                               4,915            20            --            --         4,935
    Preconfirmation contingencies                                  4,050            --            --            --         4,050
    Due to affiliates                                              8,143            --            --            --         8,143
    Other current liabilities                                         61            --            --            --            61
                                                               ---------     ---------     ---------     ---------     ---------
      Net cash flows provided by (used in)
        operating activities                                      (6,420)           --             3            --        (6,417)
                                                               ---------     ---------     ---------     ---------     ---------
Cash Flows From Investing Activities:
  Capital expenditures                                              (198)           --            --            --          (198)
  Increase in deferred charges and other assets                     (126)           --            --            --          (126)
                                                               ---------     ---------     ---------     ---------     ---------
    Net cash flows used in investing activities                     (324)           --            --            --          (324)
                                                               ---------     ---------     ---------     ---------     ---------
Cash Flows From Financing Activities:
  Net short-term borrowings (repayments) from affiliate            8,000            --            --            --         8,000
  Net proceeds / (repayments) of notes payable - affiliate         5,745            --            --            --         5,745
                                                               ---------     ---------     ---------     ---------     ---------
    Net cash flows provided by financing activities               13,745            --            --            --        13,745
                                                               ---------     ---------     ---------     ---------     ---------
Net increase in cash and cash equivalents                          7,001            --             3            --         7,004

Cash and cash equivalents, beginning of period                    26,602            14            10            --        26,626
                                                               ---------     ---------     ---------     ---------     ---------
Cash and cash equivalents, end of period                       $  33,603     $      14     $      13     $      --     $  33,630
                                                               =========     =========     =========     =========     =========
</Table>



                                       17
<PAGE>



                      JCC HOLDING COMPANY AND SUBSIDIARIES
                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                    FOR THE THREE MONTHS ENDED MARCH 31, 2000
                                   (UNAUDITED)
                                 (IN THOUSANDS)

<Table>
<Caption>
                                                               JAZZ CASINO   JCC HOLDING    GUARANTOR                  CONSOLIDATED
                                                                 COMPANY       COMPANY     SUBSIDIARIES  ELIMINATIONS     TOTAL
                                                               -----------   -----------   ------------  ------------  ------------
<S>                                                            <C>           <C>           <C>           <C>           <C>
Cash Flows From Operating Activities:
  Net income (loss)                                             $ (34,537)    $ (34,751)    $     (57)    $  34,595     $ (34,750)
  Adjustments to reconcile net income (loss) to net
    cash provided by (used in) operating activities:
    Depreciation and amortization                                   5,896            --             1            --         5,897
    Amortization of note discount                                   1,241            --            --            --         1,241
    Amortization of unearned compensation                               3            40            --            --            43
    Deferred rent                                                     423            --            --            --           423
    Provision for bad debts                                           355            --            --            --           355
    Equity in Subsidiary losses                                        --        34,595            --       (34,595)           --

Changes in operating assets and liabilities:
  Accounts receivable                                              (1,994)           --            --            --        (1,994)
  Inventories                                                          18            --            --            --            18
  Prepaids and other assets                                          (228)         (108)          (52)           --          (388)
  Intercompany receivable/payable                                    (617)          175           442            --            --
  Accounts payable - trade                                          3,889            --            15            --         3,904
  Accrued interest                                                  8,202            --            --            --         8,202
  Accrued expenses                                                 (5,168)           49            --            --        (5,119)
  Preconfirmation contingencies                                      (817)           --            --            --          (817)
  Due to affiliates                                                 8,441            --           (64)           --         8,377
  Other current liabilities                                           668            --            --            --           668
                                                                ---------     ---------     ---------     ---------     ---------
    Net cash flows provided by (used in) operating
      activities                                                  (14,225)           --           285            --       (13,940)
                                                                ---------     ---------     ---------     ---------     ---------
Cash Flows From Investing Activities:
  Capital expenditures                                             (1,188)           --          (351)           --        (1,539)
  Increase in deferred charges and other assets                      (302)           --            (2)           --          (304)
                                                                ---------     ---------     ---------     ---------     ---------
    Net cash flows used in investing activities                    (1,490)           --          (353)           --        (1,843)
                                                                ---------     ---------     ---------     ---------     ---------
Cash Flows From Financing Activities:
  Net short-term borrowings (repayments) from affiliate            (6,350)           --            --            --        (6,350)
  Net proceeds/(repayments) of notes payable - affiliate            9,588            --           187            --         9,775
                                                                ---------     ---------     ---------     ---------     ---------
    Net cash flows provided by financing activities                 3,238            --           187            --         3,425
                                                                ---------     ---------     ---------     ---------     ---------
Net decrease in cash and cash equivalents                         (12,477)           --           119            --       (12,358)

Cash and cash equivalents, beginning of period                     34,681             4             2            --        34,687
                                                                ---------     ---------     ---------     ---------     ---------
Cash and cash equivalents, end of period                        $  22,204     $       4     $     121     $      --     $  22,329
                                                                =========     =========     =========     =========     =========
</Table>


                                       18
<PAGE>


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

         As discussed in Note 7 to the Unaudited Condensed Consolidated
Financial Statements, the Company has restated its Unaudited Condensed
Consolidated Balance Sheet as of March 31, 2001 to reverse the
quasi-reorganization adjustment originally recognized on March 31, 2001. The
accompanying management's discussion and analysis should be read in light of
that restatement.

OVERVIEW

         The following discussion and analysis of our financial position and
operating results and our consolidated subsidiaries for the first quarter of
2001 and 2000, updates, and should be read in conjunction with, Management's
Discussion and Analysis of Financial Condition and Results of Operations
presented in our Annual Report on Form 10-K for the fiscal year ended December
31, 2000.

         We are a casino and entertainment development company. We were
incorporated under Delaware law on August 20, 1996, and conduct business through
our wholly-owned subsidiaries, Jazz Casino Company, JCC Development Company, JCC
Canal Development and JCC Fulton Development. We began operations in October
1998, when we assumed the business operations formerly owned by Harrah's Jazz
Company, a general partnership, and its subsidiary, Harrah's Jazz Finance
Corporation, which filed for relief under the United States Bankruptcy Code on
November 22, 1995.

         On January 4, 2001, we filed voluntary petitions for relief under
Chapter 11 of the U.S. Bankruptcy Code in order to allow restructuring of our
obligations to the State of Louisiana and the City of New Orleans, long-term
debt, bank credit facilities, and trade and other obligations. The filing was
made in the U.S. Bankruptcy Court for the Eastern District of Louisiana in New
Orleans. After the date of our bankruptcy filing, we continued to operate as
debtors-in-possession subject to the Bankruptcy Court's supervision and orders.

         The consummation of a plan of reorganization was our primary objective
during the quarter ended March 31, 2001. The plan, which was approved by the
bankruptcy court on March 19, 2001 and was consummated on March 29, 2001 (the
"Effective Date"), resulted in, among other things, elimination of our then
existing common stock and debt securities and the issuance of new equity and
debt securities to certain creditors. The consequences of this bankruptcy
proceeding are reflected in the financial statements as of the effective date.
The cancellation of non-affiliate debt and related accrued interest resulted in
an extraordinary gain as of the effective date of our plan of reorganization. In
addition, the cancellation of affiliate debt and other obligations resulted in
an increase to additional paid-in capital as of the effective date.

         We did not meet the requirements to utilize fresh start reporting.
Therefore, in accordance with Statement of Position 90-7: "Financial Reporting
by Entities in Reorganization Under the Bankruptcy Code," our liabilities
compromised by the confirmed Plan of Reorganization have been stated at the
present value of the amounts to be paid, reorganization expenses have been
separately disclosed and the forgiveness of debt has been reported as an
adjustment to additional paid-in capital and an extraordinary item on the face
of the Condensed Consolidated Statements of Operations.



                                       19
<PAGE>



RESULTS OF OPERATIONS

         TOTAL NET REVENUES. For the three months ended March 31, 2001 and 2000,
net revenues were $63.9 million and $61.0 million respectively, representing an
increase of $2.9 million (or 4.8%). The following table reflects the changes in
revenues by category:

<Table>
<Caption>
                                                                FIRST QUARTER                 PERCENTAGE
                                                       --------------------------------        INCREASE/
(IN THOUSANDS)                                             2001               2000             DECREASE
                                                       -------------      -------------      -------------
<S>                                                    <C>                <C>                <C>
Revenues:
      Casino                                           $      61,360      $      58,495           4.9%
      Food and beverage                                        5,263              5,013           5.0%
      Retail, parking and other                                2,753              2,198          25.2%
      Less - casino promotional allowances                    (5,485)            (4,728)         16.0%
                                                       -------------      -------------
         Total Net Revenues                            $      63,891      $      60,978           4.8%
                                                       =============     ==============
</Table>


         Casino revenue increased by 4.9% primarily due to a higher win per
customer achieved by the casino. Food and beverage revenue increased by 5.0%
primarily due to an increase in buffet pricing as well as an increase in the
number of covers. Retail, parking, and other revenue increased by 25.2%
primarily due to increased parking revenues as a result of a change in
complimentary parking policies. This change also contributed, in part, to the
16.0% increase in casino promotional allowances. Increased customer loyalty
rewards, including complimentaries related to beverage and meals also
contributed to the increase.

         OPERATING EXPENSES. For the three months ended March 31, 2001 and 2000,
we incurred operating expenses of $81.5 million and $85.2 million, respectively,
resulting in operating losses of $17.6 million and $24.2 million. The following
table calculates the changes in operating expenses by category:


<Table>
<Caption>
                                                          FIRST QUARTER              PERCENTAGE
                                                  -----------------------------       INCREASE/
(IN THOUSANDS)                                        2001             2000           DECREASE
                                                  ------------     ------------     ------------
<S>                                               <C>              <C>              <C>
Operating Expenses:
      Direct:
         Casino                                   $     52,960     $     53,442         (0.9)%
         Food and beverage                               3,849            3,850         (0.0)%
         Retail, parking and other                       1,257            1,157          8.6%
      General and administrative                        20,890           20,841          0.2%
      Depreciation and amortization                      2,531            5,897        (57.1)%
                                                  ------------     ------------
        Total operating expenses                  $     81,487     $     85,187         (4.3)%
                                                  ------------     ------------
</Table>


         Casino operating expenses decreased 0.9% primarily due to decreased
labor costs related to operational efficiencies achieved through improved staff
scheduling practices, partially offset by increased marketing expenses. Food and
beverage expenses remained relatively consistent as compared to the same period
in the prior year. Retail, parking, and other expenses increased 8.6% primarily
due to increases in cost of retail merchandise sold in the retail gift shop and
increased labor costs in the employee cafeteria. General and administrative
expenses remained relatively consistent with the same period last year.
Depreciation expense decreased by 57.1% due to the reduced basis of our assets
as a result of the provision for asset impairment recorded in December 2000.



                                       20
<PAGE>



         REORGANIZATION ITEMS. During the first quarter of 2001, we incurred
reorganization expenses of $100.4 million. These expenses include a $90.4
million charge to reflect the gross-up adjustment of the unamortized balance of
the discount on the senior subordinated notes to record the amount at the
allowed claim, which were cancelled as a result of our plan of reorganization.
The remaining expenses are primarily made up of consulting and legal fees,
issuance costs related to the new debt and equity securities, costs associated
with contract rejections, and retention bonuses.

         OTHER INCOME (EXPENSE). For the three months ended March 31, 2001 and
2000, we incurred interest charges of $621,000 and $10.7 million, respectively.
On January 4, 2001, we filed a voluntary bankruptcy petition and ceased
recording interest expense related to our long-term debt and other obligations.
Thus, the first quarter of 2001 includes only five days of interest expense on
our long-term debt and other obligations, except for the debtor-in-possession
loans made during the bankruptcy proceedings upon which interest accrued through
March 29, 2001, the effective date of our reorganization.

         For the three months ended March 31, 2001 and 2000, we generated
interest income of $191,000 and $126,000, respectively, attributable primarily
to overnight repurchase investments of balances in our operating and capital
reserve accounts.

         EXTRAORDINARY GAIN ON EARLY EXTINGUISHMENT OF DEBT. During the first
quarter of 2001, we recorded an extraordinary gain on the early extinguishment
of our debt of $213.4 million. This gain arises from the discharge of $317.0
million of outstanding principal and interest due to non-affiliates under our
senior subordinated notes with contingent payments due 2009, convertible junior
subordinated debentures and our bank term loans in exchange for new debt and
equity securities with a fair value of $103.6 million.

LIQUIDITY AND CAPITAL RESOURCES

         REORGANIZATION OF OUR DEBT AND CAPITAL STRUCTURE. Because of our
unsustainable operating results, on January 4, 2001, we filed a voluntary
petition for Chapter 11 reorganization in the Bankruptcy Court for the Eastern
District of Louisiana in New Orleans. Our plan of reorganization, which was
approved by the Bankruptcy Court on March 19, 2001, and was consummated on March
29, 2001, reflects the reorganization of our debt and capital structure in
conjunction with a reduction in our $100 million minimum annual payment to the
State of Louisiana, a reduction in rent and certain other charges imposed by the
City of New Orleans, relief from certain additional financial obligations and
relief from certain operating restrictions. The timing of this filing was in
part the result of our need to conclude our reorganization process prior to
March 31, 2001, to meet the obligations imposed by our casino operating contract
with the State of Louisiana and prevent closure of the casino, as explained
below.

         Our confirmed plan of reorganization resulted in, among other things,
elimination of all of our common stock existing prior to March 29, 2001 and the
issuance of new equity and debt securities to certain creditors in exchange for
a reduction of our obligations to them. The casino remained open and continued
operations during the bankruptcy proceedings. No disruptions in employment or
operations were experienced.

         The following discussion of our performance should be read in
conjunction with and in light of our plan of reorganization, which was
consummated on March 29, 2001.

         CAPITAL RESOURCES FOR CONSTRUCTION PROJECTS. From October 30, 1998
until the casino's opening on October 28, 1999, our principal capital
requirements related to constructing the casino. As of March 31, 2001, all
construction and pre-opening invoices had been paid. However, there are several
remaining unresolved creditor claims from the 1995 bankruptcy of our
predecessor, Harrah's Jazz Company. These claims total approximately $2 million
and the funds we estimate to be necessary to settle the claims have been set
aside.

         ADJUSTED EARNINGS BEFORE INTEREST, TAXES, DEPRECIATION, AMORTIZATION,
AND OTHER NON-RECURRING CHARGES. For the three months ended March 31, 2001,
adjusted earnings before interest, taxes, depreciation, amortization, and other
non-recurring charges ("adjusted EBITDA") improved $3.3 million (or 18.1%), to a
loss of $14.9 million in the quarter ended March 31, 2001 from a loss of $18.2
million in the quarter ended March 31, 2000. The improvement in adjusted EBITDA
is related primarily to increased casino revenues accompanied by operating
efficiencies achieved in casino operations. Other non-recurring charges incurred
during the first quarter of 2001



                                       21
<PAGE>



consisted of reorganization expenses of $100.4 million related to the bankruptcy
proceedings and our plan of reorganization and an extraordinary gain on early
extinguishment of debt of $213.4 million to account for the cancellation of our
debt and common stock on March 29, 2001 and the issuance of new debt and equity
securities effective on March 30, 2001.

         Adjusted EBITDA should not be construed as a substitute for operating
income or a better indicator of liquidity than cash flow from operating,
investing and financing activities, which are determined in accordance with
generally accepted accounting principles ("GAAP"), and it is included herein to
provide additional information with respect to our ability to meet our future
debt service, capital expenditure and working capital requirements. Although
adjusted EBITDA is not necessarily a measure of our ability to fund our cash
needs, management believes that adjusted EBITDA is a useful tool for measuring
our ability to service our debt. Our definition of adjusted EBITDA may not be
the same as that of similarly captioned measures used by other companies.

         WORKING CAPITAL FOR OPERATIONS. During the three months ended March 31,
2001 and 2000, we experienced operating losses before depreciation and
amortization of $15.1 million and $18.3 million, respectively. A number of our
contractual agreements contained provisions that allowed us to defer payment of
certain operating expenses to help absorb these operating losses. Despite these
deferrals, our obligations continued to exceed our revenues on a monthly basis.
A description of the various deferral arrangements follows.

         As of March 29, 2001, we had deferred a total of $47.3 million of
payments to our manager, Harrah's Operating Company and Harrah's Entertainment
under the terms of the various agreements. These agreements were cancelled on
March 29, 2001 in accordance with our plan of reorganization and the deferred
amounts were eliminated.

         Additionally, a total of $28.5 million in interest payments related to
our Senior Subordinated Notes Due 2009 with contingent payments and our
Convertible Junior Subordinated Debentures had been paid in kind since October
1998. These debt securities were eliminated on the effective date of our
reorganization in exchange for new debt and equity securities.

         Under our credit agreement, $25.0 million was available for working
capital purposes under our revolving line of credit which was also used to
partially cover operating losses. As of March 29, 2001, the outstanding balance
under the revolving line of credit was $25.0 million, including outstanding
letters of credit of $1.7 million. This credit agreement was cancelled on March
29, 2001 in accordance with our plan of reorganization and the outstanding
principal balance on the revolving credit facility was eliminated in exchange
for new equity securities.

         Under the HET/JCC agreement, advances by Harrah's Entertainment and
Harrah's Operating Company under the minimum payment guaranty constituted a
demand obligation and were secured by first priority liens on our assets. During
various periods in 2000 and 2001, under the terms of the minimum payment
guaranty, HOCI began making the minimum daily payments of approximately $274,000
due to the Louisiana Gaming Control Board under our casino operating contract in
order to provide us with necessary working capital. As of March 29, 2001,
Harrah's Entertainment and Harrah's Operating Company had advanced $51.8 million
to the Louisiana Gaming Control Board on our behalf under the minimum payment
guaranty. Prior to to the date of our bankruptcy filing on January 4, 2001, the
principal balance outstanding was subject to interest at LIBOR plus 1%;
subsequent to this date, the principal balance outstanding was subject to
interest at Prime plus 2% (10.0% as of March 29, 2001). This agreement was
amended and restated on March 29, 2001 in accordance with our plan of
reorganization and the outstanding minimum payment guaranty fees were
eliminated.

         In connection with our plan of reorganization, the claims of the
various debt holders including the claims of our senior noteholders, our bank
term loans and our revolving credit facility (including the amounts funded by
Harrah's Entertainment pursuant to its guarantee) were settled in exchange for
new term notes due 2008 issued by our subsidiary, Jazz Casino Company, LLC, with
a face amount of $124.5 million and approximately 12.4 million shares of our
common stock. Additionally, we have entered into an agreement with Harrah's
Entertainment to provide us with a new $35 million revolving line of credit for
the purpose of providing working capital for the business. The unsecured claims
resulting from amounts owed to parties under the previous deferral arrangements
were also eliminated.



                                       22
<PAGE>



         Our new term notes provide for quarterly interest payments at a rate
equal to LIBOR plus 2.75% annually. During the first year 50% of the interest
payments on the notes may be paid in kind at the borrower's option. Our new
revolving credit agreement requires that we pay this interest in kind. Principal
payments on these notes are to be made semi-annually on November 15 and May 15
of each year commencing November 2002. Until May 2005, the payments are
calculated at 50% of semi annual free cash flow, as defined in the Indenture
governing our new term notes. Commencing June 30, 2005, principal payments of
$1.5 million per quarter are due, with one final payment of all amounts due at
March 31, 2008.

         Our new revolving credit agreement is provided by Harrah's Operating
Company and provides an available line of credit of up to $35 million, with a
letter of credit sublimit of $10 million. Interest is payable at LIBOR plus 3%.
The facility matures on March 30, 2006, subject to extension until March 30,
2007 at the borrower's option. The revolver will be used to fund our operating
needs that are not fulfilled by cash flows from operations of our casino. As of
May 11, 2001, outstanding borrowings under this revolving credit facility were
$5.8 million, including $1.8 million of letters of credit.

         In addition to the capital and debt changes to our structure outlined
above, some material reductions to our operating expense structure came about as
a result of the implementation of our plan of reorganization, as discussed
below.

         The gaming payments to the State of Louisiana required by our casino
operating contract were reduced to the greater of 21.5% of gross gaming revenue
or (i) $50 million in the first year ended March 31, 2002; or (ii) $60 million
each fiscal year thereafter. The casino operating contract requires a rolling
three year guaranty of this amount, with an initial four year unconditional
guaranty. In connection with our plan of reorganization, we entered into the
HET/JCC Agreement, pursuant to which Harrah's Entertainment has agreed to
provide the initial four year unconditional guaranty of the required minimum
payment to the State of Louisiana. Harrah's Entertainment will receive an annual
fee from Jazz Casino in exchange for providing this guaranty. The obligations
under this guaranty are secured by, among other things, a first lien on
substantially all of our assets.

         Additionally, the City of New Orleans has agreed to reduce the payments
required in connection with the city lease by $5 million per year. We entered
into the amended Ground Lease whereby the City of New Orleans has agreed to
designate the sources of the savings by July 13, 2001.

         Even taking into consideration the reduced liabilities and operating
expenses as a result of the reorganization, we cannot assure that we will have
sufficient liquidity to meet our long-term obligations.

         CAPITAL EXPENDITURES. Pursuant to our Ground Lease with the Rivergate
Development Corporation and the City of New Orleans, our management agreement
with our manager and our casino operating contract, we established a capital
replacement fund to fund the capital expenditures necessary to operate the
casino. We were contractually required to fund monthly payments into the capital
replacement fund in an aggregate amount equal to $3 million for the first 12
months following the casino's opening, $4 million for the second 12 months
following the casino's opening, $5 million for the third 12 months following the
casino's opening, and 2% of the gross revenues of the casino for each fiscal
year thereafter. As of March 31, 2001, we had deposited $4.3 million into the
interest-bearing capital reserve account and expended approximately $2.1
million.

         As a result of our plan of reorganization, we are now free to expand
our seated buffet facilities from 250 to 400 seats and develop a restaurant with
seating for 150 people. Our financing documents permit us to utilize up to $10
million of our revolving line of credit in addition to amounts in the capital
replacement fund for this purpose. We have not yet determined how much capital
will be required to expand our dining facilities. The remaining funds will need
to be obtained from cash flow from operations or outside financing. We expect
such expansion to begin in 2001.

         CAPITAL RESOURCES FOR DEVELOPMENT ACTIVITIES. In addition to the gaming
related entertainment offered at the casino, as funding and circumstances may
permit, we also plan to develop additional real estate in New Orleans for
entertainment uses that support the casino. The second floor of our casino was
constructed to the point at which the



                                       23
<PAGE>



shell of the structure was complete when the casino opened in October 1999. The
casino's second floor was planned to ultimately consist of approximately 130,000
square feet of multipurpose non-gaming entertainment space.

         We have spent approximately $1.7 million through March 31, 2001 towards
developing a master plan for the build out and leasing of the second floor of
the casino for non-gaming uses and for construction-related work that needed to
take place on the second floor of the casino prior to opening the casino in
order to prevent disruption to the casino's gaming operations. We intend to
consider revising the master plan to include restaurant facilities now that the
restrictions against us providing such facilities have been lessened as a result
of our plan of reorganization. We arranged to borrow up to $2 million from a
subsidiary of Harrah's Entertainment to fund these items. Our borrowings under
this arrangement were subject to interest at 9% per year, and, at our option,
could be paid in cash or in kind. Principal and interest under this loan could
be paid out of the permanent financing ultimately obtained for the completion of
the second floor of the casino. As of March 29, 2001, we had borrowed $1.7
million under this loan, which was eliminated on the effective date of our plan
of reorganization. We presented a preliminary master plan governing the use of
the second floor of the casino to the City of New Orleans on February 22, 2000
and are currently considering alternatives for financing of the remainder of
this development. Without additional financing, we will be unable to build-out
and develop the second floor of the casino. We have not obtained successful
financing to fund these developments, and cannot assure that we will ever be
able to do so.

         We also own the city block of historical buildings across the street
from the casino and its garages, which we have planned to develop into other
entertainment uses that support the casino. At this time, we have not completed
our plans and have not obtained financing for this development.

         We also own the parcel of land across from the casino located at 3
Canal Place, adjacent to the Canal Place Shopping Center. On February 14, 2000,
we entered into a contract to sell this property to Wyndham International, a
hotel developer, for $6.5 million, but have since rejected that contract under
our Plan of Reorganization. A hearing to determine the final outcome of this
contract is scheduled for June 6, 2001.

         RECENTLY ISSUED PRONOUNCEMENTS. In the first quarter of 2001, the
Emerging Issues Task Force ("EITF") reached a consensus on certain issues in
EITF 00-22 "Accounting for "Points" and Certain Other Time-Based Sales Incentive
Offers, and Offers for Free Products or Services to Be Delivered in the Future."
EITF 00-22 requires that cash rebates or refunds be shown as a reduction of
revenues effective for quarters ending after February 15, 2001. We adopted the
consensus provisions of EITF 00-22 in the first quarter of 2001. To be
consistent with the 2001 presentation, various "cash back" rewards, previously
shown as casino expenses, were reclassified as a reduction of net revenues in
the first quarter of 2000. This did not have any effect on previously reported
operating income or net income. The cash back rewards for the three months ended
March 31, 2001 and 2000 were $866,000 and $1.6 million respectively.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         We do not engage in trading market risk sensitive instruments. We also
do not purchase, for investment, hedging or for purposes "other than trading,"
instruments that are likely to expose us to market risk, whether interest rate,
foreign currency exchange, commodity price or equity price risk, except as
discussed in the following paragraph. We have not entered into any forward or
futures contracts, purchased any options or entered into any swaps. We have no
foreign operations and currently do not deal in foreign currencies. Thus, we do
not believe that we have any material exposure to foreign currency exchange rate
risk.

         We have a significant amount of indebtedness, which accrues interest at
variable rates. As of March 31, 2001, the aggregate amount of our outstanding
indebtedness was $124.5 million. The interest rate of our variable rate
indebtedness will fluctuate with changes in the base rate and the LIBOR rate
applicable under our credit agreement. A change in either the base rate or LIBOR
under our credit agreement will affect the interest rate at which indebtedness
outstanding under the credit agreement accrues. As a result, a significant
increase in either the base rate or LIBOR could materially and adversely affect
our financial position and results of operations. For example, a 50 basis point
movement in interest rates would result in an approximate $622,500 annualized
increase or decrease in interest expense based on the outstanding balance of our
variable rate indebtedness as of March 31, 2001.



                                       24
<PAGE>




                           PART II - OTHER INFORMATION


ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

         (a)      Exhibits.

                  None

         (b)      Reports on Form 8-K.

         (1)      On January 4, 2001, we filed a Current Report on Form 8-K
                  describing our filing of a voluntary petition for
                  reorganization under Chapter 11 of the United States
                  Bankruptcy Code in the U.S. Bankruptcy Court for the Eastern
                  District of Louisiana. The date of the earliest event reported
                  was January 4, 2001.

         (2)      On March 29, 2001, we filed a Current Report on Form 8-K
                  describing the confirmation of our Plan of Reorganization. The
                  date of the earliest event reported was March 19, 2001.



                                       25
<PAGE>



                                   SIGNATURES

         Pursuant to the requirements of Section 13 or 15(d) 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.



                                 JCC HOLDING COMPANY


Date: January 31, 2002       By: /s/ PAUL D. DEBBAN
                                 -------------------------------------------
                                 Paul D. Debban
                                 (Principal Executive Officer of the Registrant)


Date: January 31, 2002       By: /s/ L. CAMILLE FOWLER
                                 -------------------------------------------
                                 L. Camille Fowler, Vice President-Finance,
                                 Treasurer and Secretary
                                 (Principal Financial Officer and Principal
                                 Accounting Officer of the Registrant)




                                       26