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

                                December 31, 1999

                                       OR

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

                      For the transition period from ____to

                         Commission file number 0-27480

                           LAHAINA ACQUISITIONS, INC.
            ---------------------------------------------------------
             (Exact Name of Registrant as Specified in Its Charter)


      Colorado                                                  84-1325695
  -----------------                                        -------------------
  (State or Other                                             (IRS Employer
  Jurisdiction of                                          Identification No.)
  Incorporation or
   Organization)


                        5895 Windward Parkway, Suite 220

                            Alpharetta, Georgia 30005

            ---------------------------------------------------------
                    (Address of Principal Executive Offices)

                                 (770) 754-6140

            ---------------------------------------------------------
              (Registrant's Telephone Number, Including Area Code)

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

        The number of outstanding  shares of the  Registrant's  Common Stock, no
par value per share, were 16,332,945 on January 10, 2000.

                                Explanatory Note

     This Annual Report on Form 10-Q/A is filed to amend certain portions of our
Quarterly  Report on Form 10-Q for the quarterly period ended December 31, 1999,
as filed with the  Commission  on February  22,2000 in response to comments from
the Securities and Exchange Commission received on April 5, 2000.



<PAGE>

                                        2

                           LAHAINA ACQUISITIONS, INC.
                                   FORM 10-Q/A
                                      INDEX

                          PART I. FINANCIAL INFORMATION

                                                                         Page
                                                                       --------
  Item 1.    Financial Statements

             Consolidated Balance Sheets as of December 31, 1999           3
                and September 30, 1999

             Consolidated Statement of Operations for the Three            4
                Months Ended December 31, 1999

             Consolidated Statement of Stockholders'                       5
                Deficit

             Consolidated Statement of Cash Flows for the Three            6
             Months Ended December 31, 1999

             Notes to Consolidated Financial Statements                    8

  Item 2.    Management's Discussion and Analysis of Financial            12
                Condition and Results of Operations

  Item 3.    Quantitative and Qualitative Disclosures about               16
                Market Risk

                           PART II. OTHER INFORMATION

  Item 1.    Legal Proceedings                                            17

  Item 2.    Changes in Securities and Use of Proceeds                    17

  Item 3.    Defaults upon Senior Securities                              17

  Item 4.    Submission of Matters to a Vote of Security                  17
                Holders

  Item 5.    Other Information                                            17

  Item 6.    Exhibits and Reports on Form 8-K                             18

             Signatures                                                   20

             Financial Data Schedule                                      21




<PAGE>

                                        3

                         PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

                           LAHAINA ACQUISITIONS, INC.
                           CONSOLIDATED BALANCE SHEETS
<TABLE>

                                                                                               December 31,   September 30,
                                                                                                   1999            1999
                                                                                               ------------    ------------
                                                                                               (unaudited)
<S>                                                                                            <C>             <C>
ASSETS

Cash and cash equivalents                                                                      $     80,436    $     15,300
Restricted cash                                                                                     286,384          77,352
Restricted certificates of deposit                                                                  126,607         126,249
Real estate held for sale                                                                              --         3,650,000
Real estate held for development                                                                  3,057,299       2,958,143
Foreclosed real estate                                                                              593,960         593,960
Mortgage loans held for sale, net                                                                      --              --
Options to acquire real estate                                                                       84,966         122,893
Property and equipment, net                                                                          80,882          87,101
Goodwill, net                                                                                       888,529         903,042
Note receivable - sale of Beachside Commons I, Inc.                                               1,944,877              -
Note receivable - sale of real estate option                                                        900,000              -
Other assets                                                                                        536,088         471,386
                                                                                               ------------    ------------
         Total assets                                                                          $  8,580,028    $  9,005,426
                                                                                               ============    ============
LIABILITIES AND STOCKHOLDERS' DEFICIT
Liabilities:
    Accounts payable and accrued expenses                                                      $  1,749,941    $  1,837,328
    Accrued interest payable                                                                        282,380         298,432
    Notes payable - warehouse line                                                                1,132,442       1,132,442
    Notes payable                                                                                 5,564,538       7,537,432
    Due to related parties and stockholders                                                       2,052,057         611,057
    Deferred revenue                                                                                173,550         216,500
    Other liabilities                                                                                  --             9,500
                                                                                               ------------    ------------
         Total liabilities                                                                       10,954,908      11,642,691
                                                                                               ------------    ------------
Commitments and contingencies

Redeemable stock:
    Common stock, no par value; 3,250,000 shares issued and outstanding
    entitled to redemption under certain circumstances                                             (135,799)        (92,529)
                                                                                               ------------    ------------
Stockholders' deficit:
    Preferred series A convertible stock, 10,000,000 shares authorized,
    no shares issued or outstanding                                                                    --              --
    Common stock, no par value, 800,000,000 shares authorized, 12,967,343 shares
    issued and outstanding at December 31, 1999 and September 30, 1999                                 --              --
    Additional paid in capital                                                                   (1,389,431)     (1,389,431)
    Accumulated deficit                                                                            (849,650)     (1,155,305)
                                                                                               ------------    ------------
                                                                                                 (2,239,081)     (2,544,736)
                                                                                               ------------    ------------
         Total liabilities and stockholders' deficit                                           $  8,580,028    $  9,005,426
                                                                                               ============    ============
</TABLE>






           See accompanying notes to consolidated financial statements




<PAGE>

                                        4

                           LAHAINA ACQUISITIONS, INC.
                      CONSOLIDATED STATEMENT OF OPERATIONS
                                   (unaudited)
<TABLE>
                                                                                         Three Months
                                                                                             Ended
                                                                                          December 31,
                                                                                             1999
                                                                                         -------------
<S>                                                                                      <C>
Revenue:
     Broker fee income                                                                   $  1,686,361
     Gain on sale of real estate option                                                     1,090,781
                                                                                         ------------
          Total revenue                                                                     2,777,142
                                                                                         ------------
Operating expenses:
     Broker commissions                                                                     1,493,457
     Salaries and employee benefits                                                           299,456
     General and administrative                                                               247,006
     Professional expenses                                                                    140,462
     Occupancy expense                                                                         38,277
     Amortization of goodwill                                                                  14,513
     Property taxes                                                                             9,515
     Depreciation and amortization                                                              6,219
                                                                                         ------------
          Total operating expenses                                                          2,248,905
                                                                                         ------------
Operating income                                                                              528,237
Other expense (income):
     Other income                                                                            (175,039)
     Interest expense                                                                         178,572
     Other expense                                                                            104,049
                                                                                         ------------
                                                                                              107,582

                                                                                         ------------
Income before income taxes                                                                    420,655
Income taxes                                                                                  115,000
                                                                                         ------------
Net income                                                                               $    305,655
                                                                                         ============
Basic earnings per share                                                                 $       0.02
                                                                                         ============
Diluted earnings per share                                                               $       0.02
                                                                                         ============
Weighted average shares outstanding - basic                                                16,217,343
                                                                                         ============
Weighted average shares outstanding - diluted                                              17,645,914
                                                                                         ============
</TABLE>



           See accompanying notes to consolidated financial statements



<PAGE>

                                        5

                           LAHAINA ACQUISITIONS, INC.
                 CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT
                                   (unaudited)
<TABLE>
                                                                               Additional
                                                  Common Stock                   Paid-in         Accumulated
                                             Shares            Amount            Capital           Deficit             Total
                                         --------------    --------------    --------------    ---------------    --------------
<S>                                         <C>         <C>               <C>               <C>                <C>
Balance at September 30, 1999               12,967,343  $              -  $     (1,389,431) $      (1,155,305) $     (2,544,736)

Net income                                                             -                 -            305,655           305,655
                                         --------------    --------------    --------------    ---------------    --------------
Balance at December 31, 1999                12,967,343  $              -  $     (1,389,431) $        (849,650) $     (2,239,081)
                                         ==============    ==============    ==============    ===============    ==============
</TABLE>










           See accompanying notes to consolidated financial statements



<PAGE>

                                        6

                           LAHAINA ACQUISITIONS, INC.
                      CONSOLIDATED STATEMENT OF CASH FLOWS
                                   (unaudited)
<TABLE>

                                                                                                     Three Months
                                                                                                         Ended
                                                                                                     December 31,
                                                                                                         1999
                                                                                                    ---------------
<S>                                                                                              <C>
Cash Flows from Operating Activities:
   Net income                                                                                    $         305,655
   Adjustments:
     Depreciation and amortization                                                                          20,732
     Gain on sale of option to acquire real estate                                                      (1,090,781)
     Income relating to restructuring of convertible notes                                                (147,438)
     Valuation adjustment relating to note receivable                                                       83,180
       (Increase) decrease in:
        Restricted cash                                                                                   (219,723)
        Restricted certificates of deposit                                                                    (358)
        Options to acquire real estate                                                                     (21,292)
        Costs associated with development of real estate                                                   (99,156)
        Other assets                                                                                      (204,702)
       (Decrease) increase in:
        Accounts payable, accrued expenses and other liabilities                                           188,636
        Accrued interest payable                                                                            70,603
        Deferred revenue                                                                                   (42,950)
        Increase in amounts due from former shareholders of Accent Mortgage
                Services, Inc. under indemnity                                                             (43,270)
                                                                                                    ---------------
Net cash used in operating activities                                                                   (1,200,864)
                                                                                                    ---------------
Cash Flows from Investing Activities                                                                             -

Cash Flows from Financing Activities:
   Proceeds from issuance of notes payable                                                                 875,000
   Repayment of notes payable                                                                             (200,000)
   Increase in amounts due to related parties                                                              591,000
                                                                                                    ---------------
Net cash provided from financing activities                                                              1,266,000
                                                                                                    ---------------
Net increase in cash and cash equivalents                                                                   65,136
Cash and cash equivalents at beginning of the period                                                        15,300
                                                                                                    ---------------
Cash and cash equivalents at end of the period                                                   $          80,436
                                                                                                    ===============
</TABLE>








           See accompanying notes to consolidated financial statements



<PAGE>

                                        7

                           LAHAINA ACQUISITIONS, INC.
                      CONSOLIDATED STATEMENT OF CASH FLOWS
                                   (unaudited)
                                   (Continued)
<TABLE>
                                                                                                     Three Months
                                                                                                         Ended
                                                                                                     December 31,
                                                                                                         1999
                                                                                                    ---------------
<S>                                                                                              <C>
Supplemental disclosures of cash flow information:
   Cash paid during the period for interest                                                      $         162,744

Supplemental disclosures of non-cash transactions:
   Sale of Beachside Commons I, Inc.
     Real estate held for sale                                                                   $       3,650,000
     Notes payable assumed by purchaser                                                          $       1,547,894
     Notes receivable                                                                            $       2,028,057
     Other assets and liabilities assumed by purchaser, net                                      $          74,049

   Sale of option to acquire real estate
     Notes receivable                                                                            $         900,000
     Debt forgiveness                                                                            $         250,000

   Other debt transactions
     Notes payable                                                                               $         900,000
     Due to related parties and stockholders                                                     $         900,000
</TABLE>







           See accompanying notes to consolidated financial statements



<PAGE>

                                        8

                           LAHAINA ACQUISITIONS, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                      Three Months ended December 31, 1999
                                   (Unaudited)

1. Summary of Significant Accounting Policies

Interim Reporting

     The  accompanying   unaudited  interim  condensed   consolidated  financial
statements have been prepared by management of Lahaina  Acquisitions,  Inc. (the
"Company"  or  "Lahaina")  in  accordance  with  rules  and  regulations  of the
Securities and Exchange Commission ("SEC"). Accordingly, certain information and
footnote   disclosures  usually  found  in  financial   statements  prepared  in
accordance with generally accepted accounting  principles have been condensed or
omitted.  In  the  opinion  of  management  of  the  Company,   all  adjustments
(consisting only of normal recurring  adjustments,  except as disclosed  herein)
considered  necessary  for a fair  presentation  of the  condensed  consolidated
financial statements have been included. Preparing financial statements requires
management to make estimates and assumptions that affect the reported amounts of
assets,  liabilities,  revenues and expenses.  Actual  results could differ from
those estimates.

      The consolidated  financial  statements  included herein should be read in
conjunction with the consolidated  financial  statements and notes thereto,  and
the Independent Auditors' Report included in the Company's Annual Report on Form
10-K for the  fiscal  year ended  September  30,  1999 (the  "1999 Form  10-K").
Reference  is made to the  accounting  policies of the Company  described in the
notes to consolidated  financial  statements included in the 1999 Form 10-K. The
Company has consistently followed those policies in preparing this report.

2. Acquisitions, Divestitures and Merger Transactions

Sale of Beachside Commons I, Inc.

      On December 31, 1999, Lahaina and Accent Mortgage Services, Inc. ("AMSI"),
a wholly owned subsidiary of Lahaina,  sold all of the outstanding capital stock
of Beachside Commons I, Inc. ("Beachside") to NP Holding, Inc. (the "Buyer"). On
December  14,  1998,  the  Company  originally  acquired  all of the  issued and
outstanding  capital stock of Beachside,  which was reported by the Company on a
current report on Form 8-K dated December 28, 1998.  Beachside is the owner of a
commercial real estate development  located in Fernandina Beach,  Florida in the
resort area of Amelia Island located in northeast Florida. The property owned by
Beachside  includes two (2) fully  developed ocean view structures and two ocean
front sites for future  development.  The net  realizable  value of the property
owned by  Beachside  has  been  determined  by the  Company  at this  time to be
$3,650,000.

      The sole member of the Buyer is Beachside Commons Holding, LLC, a recently
formed limited liability  company.  Beachside  Commons Holding,  LLC is also the
sole member of Beachside Holding,  LLC which has pledged shares of Lahaina under
a Pledge  Agreement  (as  defined  below).  Beachside  Commons  Holding,  LLC is
comprised  of eight  members who  received  gifts of stock of the  Company  from
Mongoose  Investments,  LLC,  which  originally  sold  all  of  the  issued  and
outstanding  capital stock of Beachside to Lahaina on December 14, 1998. Each of
the members of Beachside Commons Holding,  LLC contributed all of their stock of
the Company in exchange for a membership  interest in Beachside Commons Holding,
LLC.  On the  date  the  Company  originally  acquired  all of  the  issued  and
outstanding capital stock of Beachside,  Mongoose Investments,  LLC owned 89% of
the issued and outstanding  shares of common stock of the Company.  In addition,
the manager of Mongoose Investments,  LLC, Richard P. Smyth, served as the Chief
Executive  Officer,  Treasurer  and  Chairman of the Board of  Directors  of the
Company  from  December  14,  1998  until  August  23,  1999.  Neither  Mongoose
Investments,  LLC nor Richard P. Smyth have any  ownership  in the Buyer  either
directly or indirectly.

     The purchase price for all of the issued and  outstanding  capital stock of
Beachside is $4,550,000 payable (i) by the delivery of a Non-Recourse Promissory
Note made payable to AMSI in the outstanding principal amount of $3,000,000 from
Buyer  which bears  interest at a rate equal to six percent  (6%) per annum (the
"Note") and (ii) by taking the property and assets owned by Beachside subject to
a first  mortgage  granted by  Beachside  in favor of Pacific  Coast  Investment
Company in the original principal amount of $1,550,000. The purchase price shall
be  allocated  between  the  Company  and AMSI for the  adjustment,  payment and
settlement  of  certain  expenses  that  the  Company  previously   incurred  in
connection  with  the  original   acquisition  of  Beachside  or  its  operating
subsequent to


<PAGE>

                                        9

the original  acquisition.  The Company and AMSI have also agreed to pay certain
liabilities  associated with the operation of Beachside.  In the event that such
liabilities  are not paid by Lahaina  and/or AMSI,  Beachside  Holding,  LLC may
exercise the right to sell shares pledged under the Pledge Agreement (as defined
below) to satisfy such unpaid liabilities.

      The  outstanding  principal and interest under the Note is due and payable
in a balloon  payment on December 31, 2000. The repayment of the Note is secured
solely by the pledge of  660,000  shares of common  stock of  Lahaina  under the
terms of the Stock Pledge Agreement (the "Pledge  Agreement") dated December 31,
1999 by and  between  Beachside  Holding,  LLC, an  affiliate  of the Buyer (the
"Pledgor") and AMSI. If the outstanding principal and interest under the Note is
not paid in full on or before  December 31, 2000,  Lahaina may only exercise its
rights to the common stock of the Company under the Pledge Agreement and may not
seek any recourse against the Buyer.

      Additionally,  in  connection  with  the  sale  of all of the  issued  and
outstanding  capital stock of Beachside to the Buyer,  the consulting  agreement
entered into  between the Company and Gator Glory,  LLC, an affiliate of Richard
P. Smyth, has been terminated,  except that the provision requiring payment of a
two  percent  (2%) fee to obtain  certain  financing  on  behalf of the  Company
remains in effect. The Company has also terminated its Consulting Agreement with
Gerald F. Sullivan,  except that the provision  requiring a one percent (1%) fee
for the first  $13,000,000 of transactions  consummated by Lahaina as a finder's
fee for identifying proposed  acquisition  candidates with such fee based on the
value of the gross assets of the target company remains in effect.

     The  Company  has  recorded  the note  receivable  relating  to the sale of
Beachside  at a carrying  value of  $1,944,877,  which  represents  management's
estimate of the fair value of the note at December  31, 1999.  As a result,  the
Company has recorded  $83,160 of other expense during the period relating to the
valuation of the note receivable.

3. Real Estate Held for Sale

      Real estate held for sale at September 30, 1999  represented  the property
owned by the Company's wholly-owned  subsidiary,  Beachside,  which subsequently
was divested on December 31, 1999 (see Note 2,  Acquisitions,  Divestitures  and
Merger Transactions contained herein).

4. Real Estate Held for Development

     Real  estate held for  development  at  December  31, 1999  consists of the
following:

<TABLE>
        <S>                        <C>
        Land held for development   $ 2,757,440
        Costs to develop land           299,859
                                    -----------
                                    $ 3,057,299
                                    ===========
</TABLE>


5. Options to Acquire Real Estate

    The Company had  previously  acquired  an option to  purchase  certain  real
estate located in Tennessee for 100,000 shares of its common stock.  The Company
recorded  the  option at  $16,000  or $0.16 per  share  based on an  independent
appraisal  of the fair value of the  Company's  stock at the date of  formation.
Subsequent to acquiring the option, the Company made additional cash investments
associated with this option of approximately  $43,219. On December 30, 1999, the
Company sold all of its rights  associated with this option to a third party for
consideration  totaling  $1,150,000.  The total consideration for the option and
associated  rights included a promissory note made payable to the Company in the
amount of $900,000, which has been recorded as an "other asset" in the Company's
consolidated  balance sheet.  The promissory  note is secured by a first lien on
the property being developed  (releases of which are subject to cash payments of
principal),  a guaranty made by a third party related to the issuer of the note,
as well as by a pledge of 225,000  shares of Lahaina  common stock.  The Company
has  recorded a gain on the sale of the rights  associated  with this  option of
approximately $1,090,781.

     The  Company  has also  made  cash  payments  associated  with an option to
acquire a parcel of land  located in Cumming,  Georgia.  Such  payments  include
payment of interest on existing indebtedness associated with the parcel of


<PAGE>

                                       10

land. At December 31, 1999, the recorded  value of this option totaled  $84,966.
The Company  intends to exercise  this option and to develop the parcel of land.
Plans presently call for the development of approximately  195 townhomes on this
33-acre tract.

6. Notes Receivable

     The note receivable resulting from the sale of Beachside,  which has a face
value of  $3,000,000,  has been  recorded at  management's  estimate of its fair
value.  The fair value of the note was  estimated  based on an evaluation of the
market  price of the 660,000  Lahaina  common  shares that secure the note for a
period of fifteen  days  surrounding  the closing  date of the  transaction.  At
December 31, 1999  this  note  receivable  was  in  default,  resulting  from  a
deficiency in the value of the collateral as described in the terms of the note.
As of the date of this report,  Management has not taken any actions relating to
perfection of this default.

     The note  receivable  resulting  from the sale of the Company's  option and
related  development  rights for a parcel of land in  Tennessee  was recorded at
face value, which in management's judgement represents its fair value.

7. Other Assets

     Other assets at December 31, 1999 consists of the following:

<TABLE>
<S>                                                            <C>
Deal costs                                                     $  168,221
Due From Related Parties and Stockholders                         132,454
Branch set-up fees receivable                                     173,550
Deposits                                                           38,137
Other                                                              23,726
                                                                ----------
                                                               $  536,088
                                                                ==========
</TABLE>

     Deal costs represent costs associated with obtaining  certain financing for
the Company, as well as costs associated with the registration of certain of the
Company's  common  shares.  As a result of the  restructuring  of the  Company's
convertible notes (see Note 11, Subsequent Events,  contained  elsewhere in this
report on Form  10-Q),  the Company has  written-off  approximately  $140,000 of
previously   capitalized   costs   associated  with   maintaining  an  effective
registration  statement  on Form S-1 (or other  Form) for the  shares of Lahaina
common stock into which the convertible notes may be converted. Costs associated
with obtaining  financing for the Company are amortized ratably over the term of
the associated financing.

     Branch set-up fees receivable  represents the uncollected portion of set-up
fees due and payable to the Company  relating to the initial  set-up fees that a
new branch pays to the Company.


<PAGE>

                                       11

8. Notes Payable

    The Company has the following notes payable at December 31, 1999:
<TABLE>
<S>                                                                                       <C>
Real estate indebtedness:
Note payable secured by certain parcels of land held for development,                     $2,085,595
due September 1, 2002. Interest only is payable monthly at a rate of 9.5%

Note payable secured by certain parcels of land held for development,                        992,500
due March 23, 2000. Interest only is payable quarterly at a rate of 8.25%

Note payable secured by certain parcels of land held for development,                        456,443
due March 20, 2002. Interest only is payable quarterly at a rate of 8.25%

Note payable secured by certain parcels of land held for development, due                    255,000
due March 1, 2000. Interest only is payable quarterly at a rate equal to
prime plus 75 basis points (9.25% at December 31, 1999)
                                                                                          ----------
Total real estate indebtedness                                                             3,789,538
                                                                                          ----------
General corporate indebtedness:
9% Convertible Note, secured by a second mortgage on certain parcels of                      775,000
real estate, due January 31, 2001. Interest only payable quarterly in arrears

9% Convertible Note, secured by a second mortgage on certain parcels of                      500,000
real estate, due August 18, 2001. Interest only payable quarterly in arrears

Note payable secured by certain parcels of real estate, due April 8, 2000. Interest          150,000
only is payable monthly at a rate of 15%

Note payable secured by certain parcels of real estate, due December 2, 2000. Interest       350,000
only is payable monthly at a rate of 15%
                                                                                          ----------
Total general corporate indebtedness                                                       1,775,000
                                                                                          ----------
     Total notes payable                                                                  $5,564,538
                                                                                          ==========
Due to related parties and stockholders:

Note  payable to  related  party  secured  by  certain  parcels of land held for             596,057
development, due July 1, 2000.  Interest only is payable quarterly at a
rate of 8.25%

Unsecured note payable to a related party, due December 31, 2000. Interest only              600,000
payable at maturity at a rate of 9% per annum

Unsecured note payable to the majority shareholder, with no stated interest rate,            800,000
due on demand. Interest is accrued at 10.25% per annum

Unsecured note payable to a related party, with no stated interest rate,                      56,000
due on demand. Interest is accrued at 8.25% per annum
                                                                                          ----------
Total due to related parties and stockholders                                             $2,052,057
                                                                                          ==========
</TABLE>



<PAGE>

                                       12

Conversion Provisions on the Convertible Notes

     The terms of the $775,000 and $500,000 convertible notes (collectively, the
"Notes")  issued by the  Company  state that the Holder may convert the Notes at
any  time,  and  contain  certain  other  conversion  provisions.  The Notes are
convertible into common stock of the Company at a conversion price of $0.875 per
share (or  approximately  885,714 shares) and $3.50 per share (or  approximately
142,857 shares) for the $775,000 Note and the $500,000 Note, respectively.

     At  December  31,  1999 the  Company  was not in  compliance  with  certain
provisions of the Notes and their related agreements,  and as a result the Notes
are  callable  by the  Holder.  The events of default are failure to maintain an
effective registration statement for the conversion shares on Form S-1 (or other
Form) because of the aging of the financial  information  included therein,  and
failure to pay interest on the Notes in either cash or common shares in a timely
fashion.  The Holder of the Notes has  provided  an  extended  cure  period with
respect to certain events of default.  There is no cash flow impact with respect
to curing  the  events of default  as the cure can be  achieved  by issuing  and
delivering  shares of the  Company's  common  stock.  At  December  31, 1999 the
Company has provided reserves totaling $200,783 for potential liquidated damages
that might result from it not being in compliance  with those  provisions.  Such
potential  liquidated  damages may be satisfied  though issuance and delivery of
common stock of the Company.  Additionally, as a result of the December 30, 1999
sale of  Beachside,  and the  subsequent  release of a second  mortgage  lien on
Beachside's  real estate  holdings  by the Holder of the Notes,  the Company has
granted to the Holder of the Notes a second  mortgage lien on certain other real
estate holdings.

     On February 17, 2000,  the Holder of the Company's  convertible  notes (the
"Notes")  entered  into an  agreement  with a party  related  to the  Company to
exchange the Notes, along with all accrued interest,  accrued liquidated damages
and other  features  relating to the Notes,  for a new security  provided by the
related party (see Note 11, Subsequent Events, contained elsewhere herein).

9. Commitments and Contingencies

Legal Proceedings

     In July and August 1998, AMSI acquired from SGE and related  entities notes
secured primarily by first security interest in residences.  The selling entity,
SGE,  has been placed in  receivership  by Order of the  Superior  Court of Tift
County,  Georgia.  The receiver is charged with the  responsibility  of settling
competing  claims,  if any,  to loans  made and sold by SGE.  Many of the  loans
acquired  by the  Company  from SGE were later  sold to Matrix  Bank for a total
purchase  price of $623,032.  Matrix Bank contends some of the loans are subject
to competing  claims or are  non-performing  assets,  and has demanded  that the
Company reacquire these loans. The Company is negotiating with Matrix to resolve
these issues,  however,  the ultimate  resolution  is unknown at this time.  The
Company  has not  provided  for  any  loss  that  may  result  from  the  Matrix
transaction,  however  should the  ultimate  resolution  be  unfavorable  to the
Company, any losses would be subject to the indemnification from the former AMSI
shareholders.

        The Company is also subject to various litigation in the ordinary course
of business.  In the opinion of management,  resolution of such matters will not
have a significant effect on the financial position of the Company.

10. Segment Information

     The Company operates in two business segments:  Mortgage Brokerage and Real
Estate  Development.  A further  description of each business segment along with
the Corporate services area follows:

        Mortgage  Brokerage - Mortgage  Brokerage  provides  mortgage  brokerage
services  to  consumers  through  several  traditional  branch  offices  located
primarily in the Atlanta, Georgia metropolitan area.

        Real Estate  Development - Real Estate development is a multi-state real
estate development organization engaged in the acquisition, development and sale
of a wide variety of real estate projects.

        Corporate  -  Corporate   services  include  human   resources,   legal,
accounting and various other of the Company's unallocated overhead charges.


<PAGE>

                                       13

        The accounting  policies of the segments are the same as those described
in the 1999 Form 10-K. The Company  evaluates  performance based on revenues and
operating income (loss) of the respective segments. Revenues for the Real Estate
Development  segment for the  three-month  period  ended  December 31, 1999 were
derived  solely  from  the  sale  of an  option  to  acquire  land  and  certain
development  rights to a tract of land in Athens,  TN. There are no intersegment
revenues.

        The following sets forth certain financial  information  attributable to
the Company's business segments as of December 31, 1999 and for the three months
ended December 31, 1999:

<TABLE>
<CAPTION>
                                                      Real
                                  Mortgage           Estate
                                  Brokerage       Development       Corporate          Total
                                --------------   ---------------  ---------------  ---------------
<S>                          <C>              <C>               <C>              <C>
Revenues                     $      1,686,361 $       1,090,781 $              - $      2,777,142
Operating income (loss)      $        (64,180)$       1,004,854 $       (412,437)$        528,237
Identifiable assets          $      3,875,814 $       3,437,012 $      1,267,202 $      8,580,028
Capital expenditures         $              - $               - $              - $              -
</TABLE>


11. Income Taxes

     The Company files a consolidated return with its subsidiaries and allocates
income  tax  benefits  and  expenses  based  upon  the  income  or  loss of each
subsidiary  computed on a stand-alone basis. During the three-month period ended
December  31,  1999,  the  Company  recorded  income tax  expense  of  $115,000,
resulting  primarily from the sale of an option to acquire real property and the
sale of the stock of a subsidiary.  The Company  utilized its net operating loss
to offset income from operations and the  above-mentioned  gains.  The resulting
effective combined tax rate for the quarter was approximately 27 percent.

12. Subsequent Events

Acquisition of Paradigm Mortgage Associates, Inc.

      On January 11, 2000,  the Company  announced that it had executed a letter
of  intent  to  acquire  Paradigm  Mortgage  Associates,  Inc.  ("Paradigm")  of
Jacksonville,  Florida.  Paradigm  is  one  of the  largest  cooperative  branch
mortgage  companies  in the country  with more than 250 branch  offices.  In its
announcement, the Company stated that a plan of acquisition should be defined by
January 31, 2000 and that the  transaction  is expected to close within 60 days.
Closing of the  transaction is subject to, among other things,  negotiation of a
definitive  agreement  and  plan of  merger,  satisfactory  completion  of a due
diligence  review,  approval  by  both  companies'  boards  of  directors,   and
appropriate  regulatory  approvals.  On February 8, 2000, the Company  announced
that  the  due  diligence  process  was  continuing  and  that  closing  of  the
transaction is anticipated by the end of the Company's second fiscal quarter.

Restructure of Convertible Notes

     On February 17, 2000,  the Holder of the Company's  convertible  notes (the
"Notes")  entered  into an  agreement  with a party  related  to the  Company to
exchange the Notes, along with all accrued interest,  accrued liquidated damages
and other  features  relating to the Notes,  for a new security  provided by the
related  party.  As a result,  the  related  party has  agreed to amend  certain
provisions of the Notes and to waive  permanently all previous  accrued interest
and accrued  liquidated  damages  pertaining to the Notes.  The Company reversed
accrued  interest  payable  and  accrued  liquidated  damages  payable  totaling
$287,438 during the three-month period ended December 31, 1999, and is presently
in compliance  with the amended terms and  conditions of the Notes.  The Company
has also written-off  approximately $140,000 of other assets,  primarily related
to the costs of maintaining an effective  registration statement on Form S-1 (or
other Form) for the shares of Lahaina common stock into which the Notes might be
converted.


<PAGE>

                                       14

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

     The  following  discussion  and  analysis of the  financial  condition  and
results of  operations  of the Company  should be read in  conjunction  with the
unaudited  consolidated  financial statements and related notes thereto included
elsewhere in this report. This Management's Discussion and Analysis of Financial
Condition and Results of Operations and other parts of this Quarterly  Report on
Form  10-Q/A  contain   forward-looking   statements   that  involve  risks  and
uncertainties.  Those statements relate to dividends;  business plans,  programs
and trends; results of future operations; uses of future earnings;  satisfaction
of future cash  requirements;  funding of future growth;  acquisition plans; and
other  matters.  Words or phrases such as "will,"  "hope,"  "expect,"  "intend,"
"plan" or similar expressions are generally intended to identify forward-looking
statements.  Those statements  involve risks and uncertainties  that could cause
actual  results to differ  materially  from the results  discussed  herein.  The
principal  risks  and  uncertainties   that  may  affect  the  Company's  actual
performance and results of operations  include the following:  general  economic
conditions and interest rates;  adverse  weather;  changes in property taxes and
energy costs;  changes in federal income tax laws and federal mortgage financing
programs;  governmental  regulation;  changes in governmental and public policy;
changes in economic  conditions specific to one or more of the Company's markets
and  businesses;  competition;  availability  of raw  materials;  and unexpected
operations  difficulties.  Other  risks and  uncertainties  may also  affect the
outcome of the Company's actual  performance and results of operations.  Readers
are cautioned not to place undue reliance on the forward-looking statements made
in, or incorporated  by reference into, this Quarterly  Report on Form 10-Q/A or
in any document or statement referring to this Quarterly Report on Form 10-Q/A.

Recent Developments

Sale of Beachside Commons I, Inc.

      On December 31, 1999, Lahaina and Accent Mortgage Services, Inc. ("AMSI"),
a wholly owned subsidiary of Lahaina,  sold all of the outstanding capital stock
of Beachside Commons I, Inc. ("Beachside") to NP Holding, Inc. (the "Buyer"). On
December  14,  1998,  the  Company  originally  acquired  all of the  issued and
outstanding  capital stock of Beachside,  which was reported by the Company on a
current report on Form 8-K dated December 28, 1998.  Beachside is the owner of a
commercial real estate development  located in Fernandina Beach,  Florida in the
resort area of Amelia Island located in northeast Florida. The property owned by
Beachside  includes two (2) fully  developed ocean view structures and two ocean
front sites for future  development.  The net  realizable  value of the property
owned by  Beachside  has  been  determined  by the  Company  at this  time to be
$3,650,000.

      The purchase price for all of the issued and outstanding  capital stock of
Beachside is $4,550,000 payable (i) by the delivery of a Non-Recourse Promissory
Note made payable to AMSI in the outstanding principal amount of $3,000,000 from
Buyer  which bears  interest at a rate equal to six percent  (6%) per annum (the
"Note") and (ii) by taking the property and assets owned by Beachside subject to
a first  mortgage  granted by  Beachside  in favor of Pacific  Coast  Investment
Company in the original principal amount of $1,550,000. The purchase price shall
be  allocated  between  the  Company  and AMSI for the  adjustment,  payment and
settlement  of  certain  expenses  that  the  Company  previously   incurred  in
connection  with  the  original   acquisition  of  Beachside  or  its  operating
subsequent to the original acquisition. The Company and AMSI have also agreed to
pay certain liabilities associated with the operation of Beachside. In the event
that such  liabilities are not paid by Lahaina and/or AMSI,  Beachside  Holding,
LLC may exercise the right to sell shares pledged under the Pledge Agreement (as
defined below) to satisfy such unpaid liabilities.

      The  outstanding  principal and interest under the Note is due and payable
in a balloon  payment on December 31, 2000. The repayment of the Note is secured
solely by the pledge of  660,000  shares of common  stock of  Lahaina  under the
terms of the Stock Pledge Agreement (the "Pledge  Agreement") dated December 31,
1999 by and  between  Beachside  Holding,  LLC, an  affiliate  of the Buyer (the
"Pledgor") and AMSI. If the outstanding principal and interest under the Note is
not paid in full on or before  December 31, 2000,  Lahaina may only exercise its
rights to the common stock of the Company under the Pledge Agreement and may not
seek any recourse against the Buyer.

      Additionally,  in  connection  with  the  sale  of all of the  issued  and
outstanding  capital stock of Beachside to the Buyer,  the consulting  agreement
entered into between the Company and Gator Glory, LLC, an affiliate of Richard


<PAGE>

                                       15

P. Smyth, has been terminated,  except that the provision requiring payment of a
two  percent  (2%) fee to obtain  certain  financing  on  behalf of the  Company
remains in effect. The Company has also terminated its Consulting Agreement with
Gerald F. Sullivan,  except that the provision  requiring a one percent (1%) fee
for the first  $13,000,000 of transactions  consummated by Lahaina as a finder's
fee for identifying proposed  acquisition  candidates with such fee based on the
value of the gross assets of the target company remains in effect.

Acquisition of Paradigm Mortgage Associates, Inc.

      On January 11, 2000,  the Company  announced that it had executed a letter
of  intent  to  acquire  Paradigm  Mortgage  Associates,  Inc.  ("Paradigm")  of
Jacksonville,  Florida.  Paradigm  is  one  of the  largest  cooperative  branch
mortgage  companies  in the country  with more than 250 branch  offices.  In its
announcement, the Company stated that a plan of acquisition should be defined by
January 31, 2000 and that the  transaction  is expected to close within 60 days.
Closing of the  transaction is subject to, among other things,  negotiation of a
definitive  agreement  and  plan of  merger,  satisfactory  completion  of a due
diligence  review,  approval  by  both  companies'  boards  of  directors,   and
appropriate  regulatory  approvals.  On February 8, 2000, the Company  announced
that  the  due  diligence  process  was  continuing  and  that  closing  of  the
transaction is anticipated by the end of the Company's second fiscal quarter.

Results of Operations

FOR THE THREE MONTH PERIOD ENDED DECEMBER 31, 1999

Revenues

     Revenues  for the  three-month  period  ended  December  31,  1999  totaled
$2,777,142.  Broker fee income  generated  by AMSI  represented  $1,686,361  (or
approximately  60.7 percent) of total  revenues for the period.  This broker fee
income  represents  fees associated with the brokerage of mortgage loans by AMSI
branch  offices.  Mortgage loan volume  originated and brokered by AMSI's branch
operation for the period totaled  approximately  $45.3 million,  representing an
increase over the immediately  preceding  three-month period of 99.7%.  Revenues
for ARG totaled  $1,090,781  for the period (or  approximately  39.3  percent of
total  revenues).  Revenues for ARG  represented a gain on the sale of an option
and related development rights associated with a parcel of land in Tennessee.

Operating Expenses

     Operating  expenses  for the three month  period  ended  December  31, 1999
totaled  $2,248,905.  The  principal  components  of operating  expenses for the
period were broker  commissions  ($1,493,457 or 66.4 percent of total  operating
expenses),  salaries  and employee  benefits  ($299,456 or 13.3 percent of total
operating  expenses)  general  and  administrative  expenses  ($247,006  or 11.0
percent of total operating  expenses),  and  professional  fees ($140,462 or 6.3
percent of total operating expenses).

     The principal components of broker commissions  ($1,493,457 for the period)
were  commissions  paid by AMSI to branch  offices  for loans  brokered  by each
branch.  Such expenses are attributable to the Mortgage  Services  segment,  and
represent commissions due to branch offices net of applicable fees due to AMSI.

     General and  administrative  expense ($247,006 for the period) consisted of
$126,333 (or 51.2 percent of the total)  attributable to the mortgage  brokerage
segment,  $107,726  (or 43.6  percent of the total)  attributable  to  corporate
activities,  and $12,947 (or 5.2 percent of the total)  attributable to the real
estate development segment.

     The  principal  components  of the  $126,333 of general and  administrative
expense   attributable  to  the  mortgage  brokerage  segment  were  travel  and
entertainment  ($22,446),  advertising and marketing  ($12,827),  printing costs
($14,241) and expenses associated with the operation of Beachside ($15,666). The
mortgage  brokerage  segment  experienced  significant  expansion  of its branch
operation  during the  period,  and as a result  experienced  significant  costs
associated with this expansion.

     The  principal  components  of the  $107,726 of general and  administrative
expense attributable to corporate  activities were filing fees ($20,461),  legal
fees  ($21,500),   costs  associated  with  the  Company's  obtaining  financing
($18,218),  telephone expenses ($11,558),  office supplies ($5,589),  and travel
and entertainment ($4,329).


<PAGE>

                                       16

Other Expense (Income)

     Other  expense  (income)  for  the  period  totaled   $107,583,   primarily
consisting  of  interest  expense  ($178,572  for  the  period),  other  expense
($104,049 for the period) and other income ($175,039 for the period).

     Interest expense ($178,562) represents interest expense associated with the
Company's  borrowings.  Approximately  $98,250  of the  total  interest  expense
relates to borrowings associated with the Company's real estate holdings,  while
approximately  $66,616  relates to general  corporate  indebtedness.  A total of
$60,270 relates to indebtedness on the Company's Beachside property.

     Other  income of $175,039  for the period  consists  primarily  of $147,438
attributable  to the  restructuring  of the Company's  $1,275,000 of outstanding
convertible notes.  Approximately $7,776 of rental income relating to a sublease
of certain corporate office space, and $19,800 of miscellaneous  income relating
to the mortgage brokerage segment also contributed to total other income.

     Other expense  ($104,049 for the period) consists  primarily of a valuation
adjustment of $83,180 pertaining to the note receivable  recorded as a result of
the sale of the Company's  Beachside Commons I, Inc.  subsidiary.  Approximately
$20,869  of other  expense  relates  to fees for taxes and  licenses  within the
Company's mortgage brokerage segment.

Income before Income Taxes, Tax Provision, Net Income

     The  Company  recorded  income  before  income  taxes of  $420,655  for the
three-month  period ended December 31, 1999.  Income tax expense of $115,000 was
recorded  resulting in net income of $305,655 for the  three-month  period ended
December 31, 1999,  or basic and diluted  earnings per share of $0.02 and $0.02,
respectively.

Liquidity and Capital Resources

     The Company used cash in operating  activities  totaling $1,200,864 for the
three-month  period ended  December 31, 1999.  The  principal  component of cash
generated  in operating  activities  was the  Company's  net income of $305,655.
Increases in restricted cash ($219,723) , costs  associated with  development of
real  estate  ($99,156)  and other  assets  ($204,702)  served  to  offset  cash
generated  by net  income,  while  increases  in  accounts  payable  and accrued
expenses  ($188,366) and accrued interest payable  ($70,603)  provided cash flow
from operations.

     Cash provided from financing  activities totaled $1,266,000 for the period,
primarily  consisting of an increase in notes payable ($875,000) and amounts due
to related parties and stockholders  ($591,000),  partially offset by repayments
of notes payable of $200,000.

     The Company had $80,436 of cash and cash equivalents at December 31, 1999.

     The  Company's  warehouse  line of credit has been  restructured  to accept
certain real estate owned as a reduction in the  warehouse  line of credit.  The
remaining  outstanding amounts are interest only with principal payments subject
to the resolution of the SGE Mortgage  Funding  Corporation  matter described in
Note 8 to the Company's  financial  statements included in this quarterly report
on Form 10-Q.


<PAGE>

                                       17

     Management's  plan is to continue to  restructure or refinance its existing
obligations, increase the volume of mortgage loans brokered through its mortgage
operations, develop and sell its various parcels of real estate and, ultimately,
to achieve sustainable profitability and positive cash flow.

     The  Company  intends to pursue  selected  acquisition  opportunities.  The
timing or success of any acquisition efforts is unpredictable.  Accordingly, the
Company is unable to  accurately  estimate  its  expected  capital  commitments.
Funding  for  future  acquisitions  will  likely  come  from  a  combination  of
additional borrowings and the issuance of additional equity.

      On January 11, 2000,  the Company  announced that it had executed a letter
of  intent  to  acquire  Paradigm  Mortgage  Associates,  Inc.  ("Paradigm")  of
Jacksonville,  Florida.  Paradigm  is  one  of the  largest  cooperative  branch
mortgage  companies  in the country  with more than 250 branch  offices.  In its
announcement, the Company stated that a plan of acquisition should be defined by
January 31, 2000 and that the  transaction  is expected to close within 60 days.
Closing of the  transaction is subject to, among other things,  negotiation of a
definitive  agreement  and  plan of  merger,  satisfactory  completion  of a due
diligence  review,  approval  by  both  companies'  boards  of  directors,   and
appropriate  regulatory  approvals.  On February 8, 2000, the Company  announced
that  the  due  diligence  process  was  continuing  and  that  closing  of  the
transaction is anticipated by the end of the Company's second fiscal quarter.

Year 2000 Readiness

     The Company has not incurred any material costs nor has it experienced  any
operational problems as a result of Year 2000 issues.

New Accounting Standard

        In June 1998,  the Financial  Accounting  Standards  Board (FASB) issued
Statement of Accounting  Standard  ("SFAS") No. 133,  Accounting  for Derivative
Instruments  and Hedging  Activities,  which will  require  that all  derivative
financial  instruments  be  recognized as either  assets or  liabilities  on the
balance  sheet.  In June 1999,  the FASB  issued SFAS No.  137,  Accounting  for
Derivative  Instruments and Hedging  Activities - Deferral of the Effective Date
of SFAS No. 133,  which deferred the  implementation  of SFAS No. 133 until June
15, 2000.  SFAS No. 133 will be effective  for the  Company's  first  quarter of
fiscal 2001.  The Company is evaluating the effects of the new statement and how
to implement the new requirements.

ITEM 3.  Quantitative and Qualitative Disclosures About Market Risk

     The  Company is exposed to market risk from  changes in  interest  rates on
variable  rate debt.  At December  31,  1999,  approximately  3.0 percent of the
Company's  total  indebtedness  of $8,749,037 is subject to changes in the prime
rate of  interest.  Additionally,  the  short-term  nature of a  portion  of the
Company's  indebtedness  will  require  that  portions  of the  Company's  total
indebtedness  be  renegotiated.  The  Company  will be subject to any changes in
general interest rates at the time any of such debt is renegotiated.

     The table below  presents  the  principal  cash flows and related  weighted
average  interest  rates on debt by expected  maturity  dates as of December 31,
1999:

<TABLE>
<CAPTION>
                                                                                                      Fair
                                  2000             2001             2002             Total            Value
                             ---------------  ---------------  ---------------   --------------   --------------
<S>                       <C>               <C>              <C>              <C>              <C>
Fixed rate debt           $       5,133,442 $      1,275,000 $      2,085,595 $      8,494,037 $      8,494,037
Average interest rate                 9.26%            9.00%            9.50%            9.28%

Floating rate debt        $         255,000 $              - $              - $        255,000 $        255,000
Average interest rate                 9.25%            0.00%            0.00%            9.25%
</TABLE>



<PAGE>

                                       18

                           PART II. OTHER INFORMATION

Item 1.    Legal Proceedings

None.

Item 2.    Changes in Securities and Use of Proceeds

None.

Item 3.    Defaults Upon Senior Securities

None.


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

None.

Item 5.    Other Information

None.




<PAGE>

                                       19

Item 6.    Exhibits and Reports on Form 8-K

A.  Exhibits

<TABLE>
Exhibit No.      Description of Exhibit
-----------      ----------------------
<S>              <C>
10.1             Stock Purchase  Agreement  dated December 31, 1999 by and among
                 Lahaina Acquisitions, Inc., Accent Mortgage Services,  Inc. and
                 NP Holding,  LLC (1)
10.2             Non-Recourse Purchase Money Note dated December 31, 1999 made
                 by NP Holding,  LLC and payable to Accent Mortgage Services,
                 Inc. (1)
10.3             Stock Pledge Agreement dated December 31, 1999 by and between
                 Beachside Holding,  LLC and Accent Mortgage  Services, Inc. (1)
27               Financial Data Schedule
</TABLE>

(1)  Incorporated  by reference to the  Company's  Current  Report on Form 8-K/A
(Amendment  No. 1) dated  January  18,  1999 and filed  with the  commission  on
February 10, 1999.

B.  Reports on Form 8-K

        During the quarter ended  December 31, 1999,  the Company filed with the
Commission the following reports on Form 8-K:

Current  Report on Form 8-K/A (No. 3) dated November 12, 1999 and filed with the
Commission on November 12, 1999, amending a previous filing relating to a change
in the  Company's  certifying  accountant  from  Bearden & Smith to  Kenneth  R.
Walters, P.A.

Current  Report  on Form  8-K/A  dated  October  29,  1999  and  filed  with the
Commission on October 29, 1999,  amending a previous  filing dated  December 28,
1998, providing historical financial statements for Beachside Commons I, Inc.

Current  Report  on Form  8-K/A  dated  October  21,  1999  and  filed  with the
Commission  on  October  21,  1999,   amending  certain   historical   financial
information pertaining to the Company's merger with The Accent Group, Inc.

Current  Report on Form  8-K/A  dated  September  30,  1999 and  filed  with the
Commission  on  September  30,  1999,  amending  certain  historical   financial
information pertaining to the Company's merger with The Accent Group, Inc.

        Subsequent to December 31, 1999,  the Company filed with the  Commission
the  following  reports  on  Form  8-K  relating  to the  Company's  sale of its
wholly-owned subsidiary, Beachside Commons I, Inc.:

Current Report on Form 8-K/A  (Amendment No. 1) dated January 18, 2000 and filed
with the Commission on February 10, 2000, amending a previous filing relating to
the Company's sale of its wholly-owned subsidiary, Beachside Commons I, Inc.

Current  Report on Form 8-K dated January 18, 2000 and filed with the Commission
on  January  18,  2000,  relating  to the  Company's  sale  of its  wholly-owned
subsidiary, Beachside Commons I, Inc.


<PAGE>

                                       20

                                   SIGNATURES

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

                                    LAHAINA ACQUISITIONS, INC.

Dated: April 25, 2000                      By: /s/ L. Scott Demerau
------------------------                      ----------------------------------
                                              L. Scott Demerau
                                              President and Chief Executive
                                              Officer