UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                                450 Fifth Street
                             Washington, D.C. 20549

                                   Form 10-KSB
                                   -----------

                   ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF
                       THE SECURITIES EXCHANGE ACT OF 1934


                    For the Fiscal Year Ended March 31, 2003
                                              --------------

                           Commission File No. 0-3858
                                           ----------

                        INTERNATIONAL LEISURE HOSTS, LTD.
--------------------------------------------------------------------------------
             (Exact name of Registrant as specified in its charter)


           Wyoming                                         86-0224163
-------------------------------                ---------------------------------
(State or other jurisdiction of                (IRS Employer Identification No.)
 incorporation or organization)

3207 S. Hardy Drive, Tempe, AZ                               85282
---------------------------------------        ---------------------------------
(Address of principal executive office)                     (Zip Code)

Issuer's telephone number, including area code (480) 829-7600
                                               --------------


Securities registered under Section 12(b) of the Act:

                                                    Name of each exchange
        Title of Each Class                          on which registered
        -------------------                         ---------------------

               NONE
        -------------------                         ---------------------

Securities registered pursuant to Section 12(g) of the Act:

                           Common Stock $.01 par value
                           ---------------------------
                                (Title of Class)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Securities  Exchange  Act  during the past 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
                              -----             -----



                                       1
<PAGE>

Check if there is no disclosure of delinquent  filers in response to Item 405 of
Regulation  S-B.  If not  contained  in this  form,  and no  disclosure  will be
contained,  to the  best of  registrant's  knowledge,  in  definitive  proxy  or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB. [ X ]

State issuer's revenues for its most recent fiscal year.  $4,090,916
                                                          ----------

As of May 31, 2003,  there were 694,407 shares of common stock  outstanding  and
the aggregate market value of the common shares (based on the average of the bid
and ask price of these  shares on the NASDAQ  over the  counter  market) of ILHL
held by non-affiliates was approximately $3,142,000.










                                       2
<PAGE>

PART I.........................................................................4
------
      Item 1   Business........................................................4
      Item 2   Properties......................................................6
      Item 3   Legal Proceedings...............................................7
      Item 4   Submission of Matters to a Vote of Security Holders.............7

PART II........................................................................7
-------
      Item 5   Market for Registrant's Common Stock and Related
                   Security Holder Matters.....................................7
      Item 6   Management's Discussion and Analysis of Financial Condition
                   and Results of Operations...................................8
      Item 7   Financial Statements and Supplemental Data.....................12
      Item 8   Changes In and Disagreements with Accountants on Accounting
                   and Financial Disclosures..................................25

PART III......................................................................25
--------
      Item 9   Directors and Executive Officers of the Registrant.............25
      Item 10  Executive Compensation.........................................26
      Item 11  Security Ownership of Certain Beneficial Owners and Management.27
      Item 12  Certain Relationships and Related Transactions.................28

PART IV.......................................................................29
-------
      Item 13  Exhibits, Financial Statements, Schedules and Reports on
                   Form 8-K...................................................29
      Item 14  Controls and Procedures........................................30






                                       3
<PAGE>

                                     PART I
                                     ------

Item 1. Business

        The statements contained in this Report regarding quality of facilities,
fulfillment of National Park Service requirements,  and possible  restructurings
of National Park Service agreements, consumer response to marketing efforts, and
ability   to  offset   inflation   and   adequacy   of   financing,   constitute
"forward-looking"  statements  within  the  meaning  of the  Private  Securities
Litigation  Reform  Act  of  1995.  Management's   anticipation  is  based  upon
assumptions  regarding  levels  of  competition,  acceptance  of  facilities  by
consumers,  favorable  weather  conditions,  the  market  in which  the  Company
operates,  the  stability  of the economy and the  stability  of the  regulatory
environment.  Any of these  assumptions  could prove  inaccurate,  and therefore
there can be no assurance that the forward-looking  information will prove to be
accurate.

        International  Leisure  Hosts,  Ltd.  (the  "Company")  was formed under
Wyoming  law as a  corporation  on October 18,  1962.  The  Company's  principal
business is the  ownership  and  operation  of Flagg Ranch Resort  ("Flagg"),  a
full-service  resort  motel and RV park located in the John D.  Rockefeller  Jr.
Memorial  Parkway  approximately  four miles north of Grand Teton  National Park
("Grand  Teton") and two miles  south of the  southern  entrance of  Yellowstone
National Park ("Yellowstone").

        Flagg has completed a major redevelopment that included  construction of
a new main lodge building, 92 new cabin units, a maintenance building, a laundry
facility  and a new  recreation  building.  The new lodge and cabins  opened for
business in May 1995. The lodge, which replaced existing facilities,  includes a
restaurant,  lounge,  gift shop, grocery store, front desk and gasoline station.
The new cabin units replaced 42 rustic cabin units,  which were removed from the
Company's leasehold, and a 54-unit motel.

        During fiscal year 2003,  Flagg  provided  overnight  accommodations  to
national  park  visitors  for up to 328 persons per night via its 92 cabins.  In
addition to the cabin  units,  Flagg  operates a full  service  trailer park and
campground  that  provides  water,  electrical  and  sewer  connections  for  97
recreational vehicles, plus 74 campsites without utility hookups.

        The  Company  has  operated  Flagg  as a  seasonal  resort  with its two
seasons, summer and winter, coinciding with the opening and closing dates of the
two national parks. The summer season,  which runs from  approximately  May 24th
through  September  30th of each year,  is the height of activity  at Flagg.  In
addition to the motel and trailer park/campground  accommodations,  Flagg offers
numerous services and activities for the guests' enjoyment including Snake River
float trips,  horseback riding and a variety of scenic hiking trails. The summer
season accounted for 71% and 67%, respectively,  of Flagg's fiscal 2003 and 2002
operating revenues.



                                       4
<PAGE>

        Prior to the Company's successful redevelopment of its facilities, Flagg
was not an  established  destination  stop in the summer,  but instead  provided
basic services for visitors to the two national parks. Most of the guests stayed
one to two nights and the  majority of the  patrons  represented  overflow  from
other national park facilities similar to those provided by Flagg. However, with
the completion of the new main lodge and cabin units,  management  believes that
Flagg now offers facilities equal to or superior to those facilities  offered by
other  national park  concessionaires.  As a result,  Flagg intends to develop a
reputation  as a destination  location for visitors,  in addition to catering to
guests staying for only one to two nights.

        The winter season that the Company has operated in prior years runs from
mid-December  through  mid-March  accounted  for 29% and 33%,  respectively,  of
Flagg's  fiscal  2003  and  2002  operating   revenues.   Yellowstone   receives
approximately 150 to 400 inches of snowfall per year which turns the park into a
winter recreational  destination.  The National Park Service ("NPS") grooms, but
does  not  plow,  the snow on the  roads  inside  the  park.  The only  modes of
transportation into the park are snowmobile and snowcoach.

        The Company receives its operating  authorization  from the NPS. The NPS
Contract (the "Contract")  which became effective on January 1, 1990 will expire
on December 31,  2009.  The  Contract  requires  the Company to provide  certain
services to the public and  authorizes  other  services that may be offered each
year. It grants the NPS the right to regulate the adequacy, types and charges of
all services offered to the public. The terms and conditions of the Contract are
under the direct supervision of the Superintendent of Grand Teton National Park.
The fee  payable  to the NPS  under  the  Contract  is  subject  to  review  and
adjustment  every five years.  For fiscal 2003,  the fee was calculated at 2% of
the Company's gross receipts (as defined in the Contract).

        Flagg Ranch faces  competition  from hotels,  camping  areas and trailer
facilities in  Yellowstone  and Grand Teton  National  Parks,  as well as from a
large number of hotels and motels in Wyoming,  Montana and Idaho,  offering some
facilities  which are similar to those offered by Flagg Ranch. In addition,  the
business of Flagg Ranch is  susceptible to weather  conditions  and  unfavorable
trends in the  economy  as a whole.  Business  could be  significantly  affected
depending  upon actions  which might be taken by the NPS if cutbacks are made to
their budget. NPS budget cutbacks could also negatively impact the length of the
summer  season and the number of visitors to the Parks and have a  corresponding
negative impact on Flagg Ranch revenues.

        On March 24,  2003,  the National  Park  Service  approved the Record of
Decision on the Final Supplement  Environmental  Impact Statement for the Winter
Use  Plans  for  Yellowstone  and  Grand  Teton  National  Parks and the John D.
Rockefeller,  Jr.  Memorial  Parkway.  A copy of the Record of  Decision  can be
obtained at nps.gov.grte/winteruse/winteruse.htm.

        Beginning in the winter of  2003-2004,  the  National  Park Service will
implement this Record of Decision  although  certain  provisions  will not apply
until implementing  regulations are promulgated.  This Record of Decision adopts
alternative  4  of  the  alternatives   considered  for  winter  use  management
alternatives for Yellowstone and Grand Teton National Parks.


                                       5
<PAGE>

        Under alternative 4, the use of snowmobiles in the parks and on the John
D.  Rockefeller,  Jr. Memorial  Parkway will be permitted  provided all machines
meet best available technology (BAT) standards for sound and air emissions.  All
snowmobile  users will be required to be  accompanied  by National  Park Service
approved guides.

        Since the NPS' adoption of the Record of Decision,  the NPS has informed
the Company that the Company's  allocation of snowmobile  trips into Yellowstone
National Park will be severely  restricted.  Before the Record of Decision,  the
NPS had authorized  the Company to rent a maximum of 85  snowmobiles  for use in
Yellowstone National Park. Under the new Record of Decision,  the NPS will allow
the  Company an  entrance  allocation  of only 20  snowmobiles  per day with NPS
guides provided the snowmobiles use the best available technology.

        The Company  believes  this limited  entrance  allocation  will severely
impact the Company's financial viability of operation during the winter season.

        The extensive  capital  investments which were required by the Company's
current  Contract,  were made  based on the Park  providing  road  access in the
winter and full winter  services (i.e.  snowmobile  rentals) for the duration of
the Contract.  These  services are necessary to allow the Company to recover its
substantial  investment and provide a reasonable opportunity to realize a profit
consistent  with the Contract  and  applicable  law.  The Company  relied on the
Park's representations to expend millions of dollars in facilities improvements.
Precluding  the Company  from  offering its full  spectrum of winter  activities
would materially and fundamentally alter key contract features.

Item 2. Properties

        The Flagg  facilities are located on  approximately 70 acres in the John
D. Rockefeller Jr. Memorial Parkway. This entire tract of land which the Company
utilizes  is owned by the  Federal  Government  and its usage is governed by the
terms of the Contract.

        Proprietary rights to certain facility  improvements  constructed by the
Company  (including  the new lodge and new cabin units) have been granted to the
Company  under the terms of the  Contract;  however,  the NPS may  terminate the
Contract and purchase the Company's improvements,  upon a determination that the
public interest requires Federal  Government  ownership of the improvements.  In
such  event,  the  Federal  Government  is  required  to pay a  price  for  said
improvements equal to the cost of reconstruction less depreciation.  If, however
the Contract is terminated by the Federal  Government for default by the Company
for  unsatisfactory  performance  as defined in the  Contract,  then the Federal
Government  is  required  to  pay  a  price  equal  to  the  tax  basis  of  the
improvements.  At the end of the Contract,  if the Company is not the successful
bidder on a new  contract  for the  property,  then the  Federal  Government  is
required to purchase from the Company the improvements (including the new lodge,
new cabin units,  and additional  Company  structures) made to the property at a
price equal to the cost of reconstruction less depreciation.


                                       6
<PAGE>

        During fiscal year 2002,  the Company  incurred  costs of  approximately
$405,000 to move its  employee  housing  from its  current  location to the high
ground above the river. During fiscal year 2003, the Company incurred additional
costs of approximately $173,000 related to this move.

Item 3. Legal Proceedings

        There are no material legal proceedings against the Company.

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

        None

                                     PART II
                                     -------

Item 5. Market for Registrant's Common Stock and Related Security Holder Matters

        International  Leisure  Hosts,  Ltd.  common  stock is traded on the OTC
bulletin  board,  quoted by NASDAQ under the symbol "ILHL".  The following table
sets forth the high and low bid prices for the stock for each quarter for fiscal
years 2002 and 2003.

                                            Bid
                                            ---
                                   High             Low
                                   ----             ---
        Quarter Ended
        -------------

        June 30, 2001              4.75            4.75
        September 30, 2001         4.75            4.05
        December 31, 2001          4.05            4.05
        March 31, 2002             4.05            4.05
        June 30, 2002              8.00            5.00
        September 30, 2002         5.50            4.75
        December 31, 2002          4.75            4.75
        March 31, 2003             4.75            4.30

        Over-the-counter  market quotations reflect inter-dealer prices, without
retail markup,  markdown or commissions and may not necessarily represent actual
transactions.  As of March 31, 2003,  there were 694,407  shares of  outstanding
common stock and an estimated 599 shareholders of record.

        The level of trading  during  fiscal year 2003 was  approximately  8,100
shares the first quarter,  100 shares the second  quarter,  100 shares the third
quarter,  and 300  shares the  fourth  quarter  ended  March 31,  2003.  Trading
activity and  opportunities  with respect to the Company's common stock has been
limited  and the  volume  of  transactions  should  not of  itself  be deemed to
constitute an  "established  public  trading  market." A public  trading  market
having the  characteristics of depth,  liquidity and orderliness  depends on the
existence  of market  makers  as well as the  presence  of  willing  buyers  and
sellers. The Company does not have control over these circumstances.


                                       7
<PAGE>

        It is the  Company's  long-standing  policy  not to  pay  dividends  but
instead to retain the  Company's  after-tax  earnings  for use in the  Company's
business operation and expansion.

Selected Financial Data

        The  selected  financial  data for each of the five  years in the period
ended March 31, 2003 have been  derived  from the  Company's  audited  financial
statements,  and should be read in conjunction with the financial statements and
related notes thereto and other financial information appearing elsewhere herein
and in Item 6. The selected financial data is not required by Form 10-KSB and is
included herein as an unnumbered item.

                              YEAR ENDED MARCH 31,
                     (In thousands except per share amounts)
                     ---------------------------------------

                              2003      2002      2001      2000      1999
                              ----      ----      ----      ----      ----

Total Revenues                $4,091    $4,226    $4,539    $4,739    $4,218

Net Income                    5         202       427       341       292

Net Income Per Share-
Basic                         .01       .29       .61       .49       .42

Total Assets                  6,557     6,615     6,710     6,533     6,212

Long-Term Obligations         0         0         0         0         0

Shareholders' Equity          5,094     5,089     4,887     4,460     4,120

Book Value Per Share          7.34      7.33      7.04      6.42      5.93

Item 6. Management's Discussion and Analysis of Financial Condition and Results
        of Operations

        The Company's  net income was $5,000,  $.01 per share for the year ended
March 31, 2003. This compares to net income of $202,000, $.29 per share, in 2002
and net  income  of  $427,000,  $.61 per  share,  in 2001.  The  primary  factor
contributing to the $197,000  decrease in 2003 net income was an impairment loss
of  $113,000  due to winter  entrance  allocations  as well as a loss on sale of
assets of $92,000. Changes in the Company's revenues and expenses for the fiscal
years 2003 and 2002 are  summarized  below.  All  references to years  represent
fiscal  years ended March 31. Due to the recent  adoption of the  National  Park
Service  winter  use plan which  substantially  restricts  snowmobile  access to
Yellowstone  Park,  the Company  recorded an  impairment  loss on its winter use
assets for 2003 resulting from the anticipated downturn in winter revenue.

                                       8
<PAGE>

        Total  revenues for 2003  decreased by $135,000 or 3% from 2002. Of this
decrease,  $102,000  was from  snowmobile  rentals,  $44,000  from other  income
(primarily  due to  insurance  proceeds  received in 2002),  $31,000 in food and
beverage  sales,  $11,000 in float trip revenue,  $11,000 in trail ride revenue,
$43,000 in giftshop sales,  $4,000 in employee lodging  rentals,  $11,000 in bus
rentals,  and  $1,000  in  interest  income.  Offsetting  these  decreases  were
increases of $31,000 in lodging,  $74,000 in RV/Tent rental,  $17,000 in grocery
store sales, and $1,000 in snowcoach rentals. All of the decreases are primarily
attributable to the reduction in winter activities. The increases are due to the
fact that the prior year's  summer  revenue was  dramatically  reduced after the
events of September 11, 2001.

        Total  revenues for 2002  decreased by $313,000 or 7% from 2001. Of this
decrease,  $141,000  was from  snowmobile  rentals,  $141,000  from other income
(primarily  due to  insurance  proceeds  received in 2001),  $57,000 in gasoline
sales,  $46,000 in float trip revenue,  $19,000 in snowcoach rentals,  $9,000 in
grocery store sales, $8,000 in bus rentals, $5,000 in interest income and $1,000
in food and beverage sales. Offsetting these decreases were increases of $47,000
in lodging,  $24,000 in employee lodging,  $15,000 in RV/Tent rental, $15,000 in
trail ride revenue and $13,000 in grocery store sales.  All of the decreases are
primarily attributable to the reduction in winter activities.  The increases are
due to the fact that the prior year had a shortened summer season because of the
fire closure.

Costs and Expenses
------------------

        The ratio of cost of merchandise sold to sales of merchandise was 64% in
2003, 60% in 2002, and 59% in 2001.  Ending  merchandise  inventories  decreased
from approximately  $110,000 at March 31, 2002 to approximately $72,000 at March
31, 2003 mainly due to a writedown of snowmobile  suit  inventory as a result of
the recent NPS decision  regarding winter snowmobile use and impairment of value
of winter use assets resulting from the expected decrease in winter revenues.

        Operating  expenses  increased  by $24,000 or 1% in 2003 as  compared to
2002. In addition,  the ratio of operating costs to operating revenues increased
to 49% in 2002 from 47% in 2002.  The major  increases in expenses  consisted of
$18,000 in labor,  $29,000  in repairs  and  maintenance,  $17,000 in  operating
supplies, $6,000 in office supplies,  $11,000 in insurance,  $8,000 in equipment
rental,  $17,000 in  snowmobile  parts/gas,  $7,000 in postage and freight,  and
$1,000 in printing costs. The above increases were partially offset by decreases
of $8,000 in utilities, $6,000 in outside services/labor, $8,000 in advertising,
$2,000 in telephone,  $1,000 in commissions,  $49,000 in company vehicle/travel,
$6,000 in credit card fees,  $5,000 in licenses  and fees,  $2,000 in  franchise
fees and $3,000 in various other accounts.


                                       9
<PAGE>

        Operating  expenses  increased  by $8,000 or .4% in 2002 as  compared to
2001. In addition,  the ratio of operating costs to operating revenues increased
to 47% in 2002 from 44% in 2001.  The major  increases in expenses  consisted of
$93,000 in labor,  $53,000 in repairs and  maintenance,  $44,000 in advertising,
$36,000 in company vehicle/travel,  $35,000 in insurance, $4,000 in commissions,
$2,000 in licenses and fees,  $2,000 in telephone  and $12,000 in various  other
accounts.  The above increases were partially offset by decreases of $130,000 in
operating supplies, $57,000 in snowmobile parts/gas, $18,000 in office supplies,
$17,000 in outside  services/labor,  $15,000 in postage and  freight,  $9,000 in
credit card fees,  $8,000 in  utilities,  $8,000 in  franchise  fees,  $5,000 in
equipment rental, $5,000 in property taxes, and $1,000 in printing.  Many of the
increases resulted from the summer season being longer due to the closure of the
property due to wildfires in the summer of 2001.

        General and administrative  expenses increased by $18,000 or 20% in 2003
as compared to 2002  primarily  due to an increase in travel and  transportation
costs and utility  expenses.  Increases  consisted of $6,000 in office supplies,
$9,000 in travel and  transportation,  $6,000 in utilities,  and $2,000 in other
expenses.  These  increases  were offset by  decreases  of $3,000 in lodging and
$2,000 in legal and accounting fees.

        General and administrative  expenses decreased by $56,000 or 39% in 2002
as  compared  to 2001  primarily  due to a  decrease  in legal fees as well as a
decrease (to zero) in fire related expenses.  Decreases  consisted of $39,000 in
legal and  accounting  fees,  $12,000 in fire  related  expenses,  and $6,000 in
travel and transportation. These decreases were offset by increases of $1,000 in
various  expenses.  Legal  fees  were  higher  in 2001 due to the  legal  issues
involved with the initial adoption by the NPS of the draft winter use plan.

Inflation
---------

        The Company  expects that it will be able to offset  increased costs and
expenses,  principally labor,  caused by inflation,  by increasing prices on its
services with minimal effect on operations.

Liquidity and Capital Resources
-------------------------------

        Working  capital  deficiency  decreased to  $1,030,000 at March 31, 2003
from $1,135,000 at March 31, 2002. Current assets increased by $69,000 primarily
due to increases in cash, and a deferred  income tax benefit  resulting from the
impairment  of value of winter use  assets.  Current  liabilities  decreased  by
$36,000  primarily due to a reduction in notes payable under lines of credit and
in trade accounts payable.

        Further, during fiscal 2003, the Company incurred costs of approximately
$173,000  related  to  certain  construction  projects.  The  Company  does  not
anticipate  any additional  costs related to the relocation of employee  housing
units as required under the NPS contract.


                                       10
<PAGE>

        Cash generated from operations was $466,000,  $440,000, and $884,000 for
the fiscal years ended 2003, 2002 and 2001, respectively.

        During  October  2002,  the Company  renewed a line of credit  agreement
("Agreement")  with an affiliated  company  expiring  September 30, 2003,  which
provides for  collateralized  borrowings of up to $1,500,000 at an interest rate
of prime plus .875 percent. Borrowings under the Agreement are collateralized by
the assets and improvements of Flagg Ranch. The Company has borrowed $585,000 on
this line of credit as of March 31, 2003.  The terms of the  Agreement  contain,
among other  provisions,  requirements  for  maintaining  minimum cash flows (as
defined in the Agreement) and place limitations on the Company's ability to make
loans.  As of March 31, 2003, the Company was not in compliance with the minimum
cash  flow  requirement.  On May 2,  2003,  the  Company  received  a waiver  of
noncompliance for the year ended March 31, 2003.

        During October 2002, the Company renewed a line of credit agreement with
Jackson  State  Bank  ("JSB  Agreement"),   which  provides  for  collateralized
borrowings  of up to $500,000 at an  interest  rate of prime plus .875  percent.
Borrowings  under  the  JSB  Agreement  are  collateralized  by the  assets  and
improvements  of Flagg  Ranch.  The  Company  has  borrowed  $500,000 on the JSB
Agreement as of March 31, 2003.

        For all  related  party debt  expiring  September  30,  2003,  it is the
affiliated companies' intention to renew such debt on a yearly basis.













                                       11
<PAGE>

Item 7. Financial Statements and Supplemental Data

INDEPENDENT AUDITORS' REPORT

Board of Directors and Shareholders
International Leisure Hosts, Ltd.
Tempe, Arizona


We have audited the  accompanying  consolidated  balance sheets of International
Leisure  Hosts,  Ltd. and  subsidiary  (the  "Company") as of March 31, 2003 and
2002, and the related consolidated  statements of income,  shareholders' equity,
and cash flows for each of the three years in the period  ended March 31,  2003.
These financial  statements are the responsibility of the Company's  management.
Our responsibility is to express an opinion on these financial  statements based
on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audit to obtain  reasonable  assurance  about  whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion,  such consolidated  financial  statements present fairly, in all
material respects, the financial position of the Companies at March 31, 2003 and
2002,  and the results of their  operations and their cash flows for each of the
three years in the period  ended March 31, 2003 in  conformity  with  accounting
principles generally accepted in the United States of America.







DELOITTE & TOUCHE LLP
Phoenix, Arizona

June 15, 2003




                                       12
<PAGE>
<TABLE>
<CAPTION>

INTERNATIONAL LEISURE HOSTS, LTD.

CONSOLIDATED BALANCE SHEETS
MARCH 31, 2003 AND 2002
-------------------------------------------------------------------------------------------------------


                                                                                 2003           2002
<S>                                                                          <C>            <C>
ASSETS (Note 5)
CURRENT ASSETS:
    Cash and cash equivalents                                                $    73,263    $    49,664
    Accounts receivable                                                           29,878         26,402
    Prepaid income tax                                                            36,090          1,000
    Merchandise inventories                                                       72,230        109,563
    Deferred tax asset (Note 2)                                                   44,035           --
    Prepaid expenses and other                                                    27,059         26,751
                                                                             -----------    -----------
        Total current assets                                                     282,555        213,380
                                                                             -----------    -----------

PROPERTY AND EQUIPMENT (Note 3):
    Buildings and improvements                                                 7,525,591      7,030,870
    Equipment                                                                  1,668,896      1,983,380
    Leasehold improvements                                                       325,600        325,600
    Construction in progress                                                        --          321,553
                                                                             -----------    -----------
        Total property and equipment                                           9,520,087      9,661,403
    Less accumulated depreciation and amortization                             3,245,804      3,260,199
                                                                             -----------    -----------
        Property and equipment - net                                           6,274,283      6,401,204
                                                                             -----------    -----------
TOTAL                                                                        $ 6,556,838    $ 6,614,584
                                                                             ===========    ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
   Notes payable under lines of credit from related party  (Note 5)          $   585,000    $   935,000
   Note payable under line of credit (Note 5)                                    500,000        175,000
    Accounts payable:
      Trade                                                                       49,326         71,748
      Related party (Note 4)                                                      22,123          5,000
    Accrued liabilities                                                           42,318         42,982
    Advance deposits                                                             114,014        118,743
                                                                             -----------    -----------
        Total current liabilities                                              1,312,781      1,348,473
DEFERRED INCOME TAXES (Note 2)                                                   150,184        177,421
                                                                             -----------    -----------
        Total liabilities                                                      1,462,965      1,525,894
                                                                             -----------    -----------
COMMITMENTS AND CONTINGENCIES (Notes 3, 5 and 7)
SHAREHOLDERS' EQUITY:
    Preferred stock, $5 par value - authorized 100,000 shares: none issued
    Common stock, $.01 par value - authorized 2,000,000 shares:
          718,373 shares issued                                                    7,184          7,184
    Additional paid-in capital                                                   656,426        656,426
    Retained earnings                                                          4,509,225      4,504,042
                                                                             -----------    -----------
                                                                               5,172,835      5,167,652
    Less common stock in treasury - at cost, 23,966 shares                       (78,962)       (78,962)
                                                                             -----------    -----------
        Shareholders' equity - net                                             5,093,873      5,088,690
                                                                             -----------    -----------
TOTAL                                                                        $ 6,556,838    $ 6,614,584
                                                                             ===========    ===========

</TABLE>

See notes to consolidated financial statements



                                       13
<PAGE>
<TABLE>
<CAPTION>

INTERNATIONAL LEISURE HOSTS, LTD.

CONSOLIDATED STATEMENTS OF INCOME
YEARS ENDED MARCH 31, 2003, 2002 AND 2001
-----------------------------------------------------------------------------------------------


                                                           2003           2002          2001
<S>                                                    <C>            <C>           <C>
REVENUES (Note 3):

 Sales of merchandise                                  $ 1,667,397    $ 1,713,966   $ 1,769,628
 Room, cabin and trailer space rentals                   1,615,864      1,514,396     1,428,073
 Snowmobile rentals                                        570,672        672,745       814,082
 Other rentals and income                                  233,641        284,029       340,481
 Insurance proceeds                                           --           36,053       177,011
 Interest                                                    3,342          4,733         9,923
                                                       -----------    -----------   -----------
    Total revenues                                       4,090,916      4,225,922     4,539,198
                                                       -----------    -----------   -----------

COSTS AND EXPENSES:

 Cost of merchandise                                     1,068,942      1,035,011     1,052,514
 Operating (Note 3)                                      2,009,091      1,985,342     1,977,198
 General and administrative                                107,549         89,290       145,610
 General and administrative - related party (Note 4)       321,311        352,173       267,774
 Net loss on asset disposals                                91,574         48,465        25,399
 Impairment loss winter-use assets (Note 6)                112,684           --            --
 Depreciation and amortization                             340,132        371,248       360,916
 Interest:
         Related party (Notes 4 and 5)                      37,972         29,840        59,650
         Other                                              20,710         19,028        21,347
                                                       -----------    -----------   -----------
    Total costs and expenses                             4,109,965      3,930,397     3,910,408
                                                       -----------    -----------   -----------

(LOSS) INCOME BEFORE INCOME TAX                            (19,049)       295,525       628,790

INCOME TAX (BENEFIT) PROVISION  (Note 2)                   (24,232)        93,649       201,976
                                                       -----------    -----------   -----------
NET INCOME                                             $     5,183    $   201,876   $   426,814
                                                       ===========    ===========   ===========

NET INCOME PER COMMON SHARE - BASIC (Note 1)           $      0.01    $      0.29   $      0.61
                                                       ===========    ===========   ===========

</TABLE>

See notes to consolidated financial statements



                                       14
<PAGE>
<TABLE>
<CAPTION>

INTERNATIONAL LEISURE HOSTS, LTD.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
YEARS ENDED MARCH 31, 2003, 2002 AND 2001
-------------------------------------------------------------------------------------------


                                                       Additional
                                   Common Stock          Paid-in     Retained     Treasury
                               Shares       Amount       Capital     Earnings       Stock
                             ----------   ----------   ----------   ----------   ----------
<S>                          <C>          <C>          <C>          <C>          <C>
BALANCE, APRIL 1, 2000          718,373        7,184   $  656,426   $3,875,352   $  (78,712)

  Purchase of common stock         --           --           --           --           (250)

  Net income                       --           --           --        426,814         --
                             ----------   ----------   ----------   ----------   ----------

BALANCE, MARCH 31, 2001         718,373        7,184      656,426    4,302,166      (78,962)

  Net income                       --           --           --        201,876         --
                             ----------   ----------   ----------   ----------   ----------

BALANCE, MARCH 31, 2002         718,373        7,184      656,426    4,504,042      (78,962)

  Net income                       --           --           --          5,183         --
                             ----------   ----------   ----------   ----------   ----------

BALANCE, MARCH 31, 2003         718,373        7,184   $  656,426   $4,509,225   $  (78,962)
                             ==========   ==========   ==========   ==========   ==========

</TABLE>


See notes to consolidated financial statements


                                       15
<PAGE>
<TABLE>
<CAPTION>

INTERNATIONAL LEISURE HOSTS, LTD.

CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED MARCH 31, 2003, 2002, AND 2001
------------------------------------------------------------------------------------------------


                                                           2003           2002           2001
<S>                                                    <C>            <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income                                           $     5,183    $   201,876    $   426,814
  Adjustments to reconcile net income to net cash
    provided by operating activities:
      Depreciation and amortization                        340,132        371,248        360,916
      Deferred income taxes                                (71,272)        21,345        (22,000)
      Net loss on asset disposals                           91,574         48,465         25,399
      Impairment  loss on  winter-use  assets              112,684           --             --
  Changes in assets and liabilities:
      Accounts receivable                                   (3,476)       (25,064)       129,098
      Prepaid income taxes                                 (35,090)        (1,000)          --
      Merchandise inventories                               37,333          2,439        (11,066)
      Prepaid expenses and other                            (2,875)        (7,997)        (1,289)
      Accounts payable - trade                             (22,422)      (129,891)        96,349
      Accounts payable - related party                      17,123          5,000        (70,563)
      Income taxes payable                                    --          (24,454)       (35,397)
      Accrued liabilities                                    1,904         (1,768)        (4,621)
      Advance deposits                                      (4,730)       (20,269)       (10,139)
                                                       -----------    -----------    -----------
        Net cash provided by operating activities          466,068        439,930        883,501
                                                       -----------    -----------    -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
      Purchases of property and equipment                 (491,881)      (469,272)      (913,884)
      Proceeds from sale of property and equipment          74,412         51,435        101,850
                                                       -----------    -----------    -----------
        Net cash used in investing activities             (417,469)      (417,837)      (812,034)
                                                       -----------    -----------    -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
      Common stock purchased for treasury                     --             --             (250)
      Proceeds from note payable - other                   325,000        100,000      1,007,420
      Payments on note payable - related party            (350,000)      (247,420)    (1,210,000)
                                                       -----------    -----------    -----------
        Net cash used in financing activities              (25,000)      (147,420)      (202,830)
                                                       -----------    -----------    -----------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS        23,599       (125,327)      (131,363)

CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR                49,664        174,991        306,354
                                                       -----------    -----------    -----------

CASH AND CASH EQUIVALENTS, END OF YEAR                 $    73,263    $    49,664    $   174,991
                                                       ===========    ===========    ===========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW
  INFORMATION:
    Cash paid for interest                             $    67,841    $    78,778    $    80,997
                                                       ===========    ===========    ===========
    Cash paid for income taxes                         $    90,000    $    95,000    $   202,500
                                                       ===========    ===========    ===========

</TABLE>

See notes to consolidated financial statements


                                       16
<PAGE>

INTERNATIONAL LEISURE HOSTS, LTD.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED MARCH 31, 2003, 2002 AND 2001


1.      BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

        International  Leisure  Hosts,  Ltd.  (the  "Company")  operates  in one
        reporting segment,  the ownership and operation of Flagg Ranch Resort, a
        full-service  resort  motel  and  trailer  park  located  in the John D.
        Rockefeller  Jr.  Memorial  Parkway,  approximately  four miles north of
        Grand Teton  National Park and two miles south of the southern  entrance
        to Yellowstone National Park.

        Significant  Accounting  Policies - The Company  prepares its  financial
        statements in accordance with accounting  principles  generally accepted
        in the United  States of America.  A summary of  significant  accounting
        policies is as follows:

a.              Basis of Consolidation - The consolidated  financial  statements
                include the  accounts of the  Company and its  subsidiary  after
                elimination of all  significant  intercompany  transactions  and
                accounts.

b.              Revenue  Recognition - The Company recognizes lodging revenue at
                the completion of a room night and for other  ancillary  revenue
                as the services are provided.

c.              Cash and cash equivalents - Cash and cash equivalents  represent
                cash in banks,  money market funds,  and certificates of deposit
                with initial maturities of three months or less.

d.              Merchandise  inventories  are  stated at the lower of  aggregate
                cost (first-in, first-out basis) or market.

e.              Property  and  equipment  are  stated at cost.  Depreciation  is
                computed  by  straight-line  and  accelerated  methods  over the
                estimated  useful  lives,  which  range  from  5  to  40  years.
                Leasehold  improvements  are amortized  using the  straight-line
                method  over the  lesser  of the  estimated  useful  life of the
                related asset or the term of the lease.

                The Company reviews the carrying value of its long-lived  assets
                for   possible   impairment   whenever   events  or  changes  in
                circumstances  indicate  that the  carrying  amounts  may not be
                recoverable  in accordance  with the  provisions of Statement of
                Financial  Accounting Standard ("SFAS") No. 144, "Accounting for
                the  Impairment  or Disposal of Long-Lived  Assets."  Impairment
                losses,  if any, are  recorded as a component  of earnings  from
                operations.  During March, 2003, the Company identified an event
                related to winter-use  equipment.  As a result,  the Company has
                recorded an impairment loss of $112,684 (Note 6).



                                       17
<PAGE>

f.              Income  taxes  -  Income  taxes  are  accounted  for  under  the
                provisions of SFAS No. 109,  "Accounting for Income Taxes." SFAS
                109 requires  recognition of deferred tax assets and liabilities
                for the estimated future tax consequences of events attributable
                to differences  between the financial statement carrying amounts
                of existing  assets and  liabilities  and their  respective  tax
                bases and operating loss and tax credit carryforwards.  Deferred
                tax assets and  liabilities are measured using enacted tax rates
                in effect for the year in which the  differences are expected to
                be  recovered  or settled.  Net  deferred tax assets are reduced
                through the establishment of a valuation  allowance at such time
                as, based upon  available  evidence,  it is more likely than not
                that the deferred tax assets will not be realized.  At March 31,
                2003, the Company  believes that there was  sufficient  positive
                evidence  to support  its  conclusion  not to record a valuation
                allowance.

g.              Use of Estimates - The  preparation  of financial  statements in
                conformity with accounting  principles generally accepted in the
                United States of America  requires  management to make estimates
                and assumptions  that affect the reported  amounts of assets and
                liabilities and disclosure of contingent  assets and liabilities
                at the date of the financial statements and the reported amounts
                of revenues and expenses  during the  reporting  period.  Actual
                results could differ from those estimates.

h.              Net Income per Common  Share - Basic net income per common share
                is  computed  by  dividing  net income by the  weighted  average
                number of common shares outstanding. The weighted average number
                of common shares outstanding was 694,407,  694,407,  and 694,492
                for 2003,  2002 and 2001,  respectively.  Diluted net income per
                share reflects  potential  dilution that could occur from common
                shares  issuable  through  stock  options,   warrants  or  other
                convertible  securities;  however,  the  Company has no dilutive
                securities.

i.              Estimated Fair Value of Financial  Instruments - The Company has
                estimated  the fair  value of its  financial  instruments  using
                available  market  data.  However,   considerable   judgment  is
                required in  interpreting  market data to develop  estimates  of
                fair  value.  The  use  of  different   market   assumptions  or
                methodologies  may have a material  effect on the  estimates  of
                fair values. The carrying values of cash, receivables,  lines of
                credit,  accounts payable, and accrued expenses approximate fair
                values  due to the  short-term  maturities  or  market  rates of
                interest.

j.              New  Accounting  Pronouncements  - In August 2001, the Financial
                Accounting   Standards  Board  ("FASB")   issued   Statement  of
                Financial  Accounting Standard ("SFAS") No. 144, "Accounting for
                the   Impairment  or  Disposal  of  Long-Lived   Assets,"  which
                supercedes  SFAS No.  121,  "Accounting  for the  Impairment  of
                Long-Lived  Assets and for Long-Lived  Assets to Be Disposed Of"
                and amends  Accounting  Principles Board Opinion ("APB") No. 30,
                "Reporting the Results of Operations -- Reporting the Effects of


                                       18
<PAGE>

                Disposal of a Segment of a Business, and Extraordinary,  Unusual
                and  Infrequently  Occurring Events and  Transactions."  The new
                rules  apply  to  the  classification  and  impairment  analyses
                conducted on  long-lived  assets  other than certain  intangible
                assets. The new rules also resolve conflicting  treatment of the
                impairment  of  long-lived  assets  and  provide  implementation
                guidance regarding  impairment  calculations.  SFAS No. 144 also
                expands the definition of discontinued operations to include all
                distinguishable  components of an entity that will be eliminated
                from ongoing operations in a disposal  transaction.  The Company
                adopted SFAS No. 144 in 2003,  and the initial  adoption did not
                have a significant impact on the Company's financial position or
                results of operations. The Company did record an impairment loss
                (Note 6) at March 31, 2003 based on the  impairment  criteria of
                FAS 144.

                In June 2002,  the FASB  issued SFAS No.  146,  "Accounting  for
                Costs  Associated  with  Exit  or  Disposal  Activities",  which
                addresses   financial   accounting   and   reporting  for  costs
                associated with exit or disposal  activities.  SFAS No. 146 also
                nullifies   Emerging   Issues  Task  Force  ("EITF")  No.  94-3,
                "Liability Recognition for Certain Employee Termination Benefits
                and Other Costs to Exit an  Activity  (including  Certain  Costs
                Incurred in a  Restructuring)".  SFAS No. 146 is  effective  for
                exit or disposal  activities  initiated after December 31, 2002,
                with early application encouraged. The adoption of this standard
                did  not  have a  material  impact  on the  Company's  financial
                position or results of operations.

                In November  2002,  the FASB issued  Interpretation  No. 45 (FIN
                45),  "Guarantor's  Accounting and Disclosure  Requirements  for
                Guarantees,  Including  Indirect  Guarantees of  Indebtedness of
                Others." This  Interpretation  addresses the  disclosures  to be
                made  by  a  guarantor  in  its  financial  statements  and  its
                obligations under guarantees.  The Interpretation also clarifies
                the  requirements  related to the  recognition of a liability by
                the  guarantor  at  the   inception  of  a  guarantee.   Initial
                recognition   of  a  liability   shall  be  applied  only  on  a
                prospective   basis  to  guarantees  issued  or  modified  after
                December 31, 2002. This  interpretation  did not have a material
                impact on the Company.

                In December 2002, the FASB issued SFAS No. 148,  "Accounting for
                Stock-Based   Compensation--Transition  and  Disclosure".   This
                Statement amends SFAS No. 123 to provide  alternative methods of
                transition  for a voluntary  change to the fair value  method of
                accounting for stock-based employee compensation.  Specifically,
                SFAS No. 148 prohibits  companies from utilizing the prospective
                method of transition, the only method offered under the original
                SFAS No. 123, in fiscal years beginning after December 15, 2003.
                However, the statement permits two additional transition methods
                for companies that adopt the fair value method of accounting for
                stock-based compensation, which include the modified prospective
                and  retroactive  restatement  methods.  Under  the  prospective
                method,  expense is recognized for all employee  awards granted,
                modified,  or settled  after the beginning of the fiscal year in
                which the recognition provisions are first applied. The modified
                prospective method recognizes  stock-based employee compensation
                cost  from  the  beginning  of the  fiscal  year  in  which  the
                provisions  are first  applied,  as if the fair value method had
                been used to account for all employee awards granted,  modified,
                or settled in fiscal years  beginning  after  December 15, 1994.


                                       19
<PAGE>

                Under the retroactive  restatement method, all periods presented
                are restated to reflect stock-based  employee  compensation cost
                under the fair value  method for all  employee  awards  granted,
                modified,  or settled in fiscal years  beginning  after December
                15, 1994.  In addition,  this  Statement  amends the  disclosure
                requirements of SFAS No. 123 to require prominent disclosures in
                both annual and interim financial statements about the method of
                accounting for stock-based employee  compensation and the effect
                of the  method  used on  reported  results  using  a  prescribed
                specific tabular format and requiring disclosure in the "Summary
                of  Significant  Accounting  Policies"  or its  equivalent.  The
                Company is currently  evaluating  the impact if it were to adopt
                the fair value method of  accounting  for  stock-based  employee
                compensation under all three methods.

2.      INCOME TAXES

        The  (benefit)  provision  for federal  income taxes for the years ended
        March 31 consists of the following:

                                             2003         2002        2001

        Current                            $  47,040    $  72,304   $ 223,976
        Deferred                             (71,272)      21,345     (22,000)
                                           ---------    ---------   ---------

        Total                              $ (24,232)   $  93,649   $ 201,976
                                           =========    =========   =========

        A  reconciliation  of the  (benefit)/provision  for income taxes and the
        amount that would be computed using  statutory  federal income tax rates
        on income  before income taxes for the years ended March 31 is set forth
        below:


                                             2003         2002         2001

        Income taxes at federal rates      $  (6,477)   $ 100,479    $ 213,789
        Benefit of a lower tax bracket        (7,690)        --           --
        Other                                (10,065)      (6,830)     (11,813)
                                           ---------    ---------    ---------

        (Benefit)/Provision for
           income taxes                    $ (24,232)   $  93,649    $ 201,976
                                           =========    =========    =========



                                       20
<PAGE>

        Deferred   income  taxes  reflect  the  net  tax  effects  of  temporary
        differences  between the carrying  amounts of assets and liabilities for
        financial  reporting  purposes  and the  amounts  used  for  income  tax
        purposes.  Significant  components of the Company's  deferred tax assets
        and liabilities as of March 31 are as follows:


                                                        2003         2002
        Deferred tax asset:
          Impairment of winter-use assets            $   44,035   $     --
        Deferred tax liability:
          Differences between book and tax
             depreciation                               150,184      177,421
                                                     ----------   ----------
        Net deferred tax liability                   $  106,149   $  177,421
                                                     ==========   ==========

3.      COMMITMENTS AND CONTINGENCIES

        The Company receives its operating  authorization from the National Park
        Service  ("NPS").   The  NPS  Contract  (the  "Contract")  which  became
        effective on January 1, 1990,  will expire on December  31, 2009.  Under
        the terms of the Contract,  prior to December 31, 2002,  the Company was
        required to move its existing  54-unit  riverside motel from its current
        location to the high ground  above the Snake  River,  to provide for new
        employee  housing and make certain other  improvements.  The Company has
        met these  requirements  by moving the riverside motel and converting it
        into  employee  housing,   plus  building  additional  employee  support
        facilities.

        The extensive  capital  investments which were required by the Company's
        current  Contract,  were made based on the Park providing road access in
        the winter and full winter  services (i.e.  snowmobile  rentals) for the
        duration of the  Contract.  These  services  are  necessary to allow the
        Company to recover its  substantial  investment and provide a reasonable
        opportunity  to  realize  a  profit  consistent  with the  Contract  and
        applicable law.

        The Contract fee to the NPS is calculated at 2 percent of gross receipts
        (as  defined),  subject to review  and  possible  adjustment  every five
        years.  For the years  ended  March 31,  2003,  2002 and 2001,  this fee
        amounted to $75,979, $78,300, and $82,266, respectively,  which has been
        recorded as operating expense.

        Flagg Ranch faces  competition  from hotels,  camping  areas and trailer
        facilities in  Yellowstone  and Grand Teton National  Parks,  as well as
        from a large number of hotels and motels in Wyoming,  Montana and Idaho,
        offering  some  facilities  which are similar to those  offered by Flagg
        Ranch.  In  addition,  the  business  of Flagg Ranch is  susceptible  to
        weather  conditions  and  unfavorable  trends in the economy as a whole.
        Business could be  significantly  affected  depending upon actions which
        might be taken by the NPS if cutbacks are made to their budget. On March
        24, 2003,  the National Park Service  approved the Record of Decision on
        the Final Supplement  Environmental  Impact Statement for the Winter Use
        Plans for  Yellowstone  and Grand Teton  National  Parks and the John D.
        Rockefeller, Jr. Memorial Parkway.


                                       21
<PAGE>

        Beginning in the winter of  2003-2004,  the  National  Park Service will
        implement this Record of Decision  although certain  provisions will not
        apply until  implementing  regulations are  promulgated.  This Record of
        Decision adopts alternative 4 of the alternatives  considered for winter
        use management  alternatives  for  Yellowstone  and Grand Teton National
        Parks.

        Under alternative 4, the use of snowmobiles in the parks and on the John
        D.  Rockefeller,  Jr.  Memorial  Parkway will be permitted  provided all
        machines meet best available  technology  (BAT)  standards for sound and
        air emissions.  All snowmobile  users will be required to be accompanied
        by National Park Service approved guides.

        Since the NPS' adoption of the Record of Decision,  the NPS has informed
        the Company  that the  Company's  allocation  of  snowmobile  trips into
        Yellowstone National Park will be severely restricted. Before the Record
        of Decision,  the NPS had authorized the Company to rent a maximum of 85
        snowmobiles for use in Yellowstone  National Park.  Under the new Record
        of Decision,  the NPS will allow the Company an entrance  allocation  of
        only 20 snowmobiles per day with NPS guides provided the snowmobiles use
        the best available technology.

        The Company  believes  this limited  entrance  allocation  will severely
        impact the Company's  financial viability of operation during the winter
        season.

        Proprietary rights to certain facility  improvements  constructed by the
        Company  (including the new lodge and new cabin units) have been granted
        to the Company  under the terms of the  Contract;  however,  the NPS may
        terminate the Contract and purchase the Company's  improvements,  upon a
        determination  that the  public  interest  requires  Federal  Government
        ownership of the improvements.  In such event, the Federal Government is
        required  to pay a price  for  said  improvements  equal  to the cost of
        reconstruction less depreciation. If, however the Contract is terminated
        by the Federal  Government for default by the Company for unsatisfactory
        performance as defined in the Contract,  then the Federal  Government is
        required to pay a price equal to the tax basis of the  improvements.  At
        the end of the Contract,  if the Company is not the successful bidder on
        a new contract for the property, then the Federal Government is required
        to purchase from the Company the  improvements  (including the new lodge
        and new cabin  units) made to the  property at a price equal to the cost
        of reconstruction less depreciation.

        During the Company's 2000 summer season,  Yellowstone  National Park and
        the surrounding  areas were closed and all guests and Company  employees
        were evacuated due to fire danger, causing a disruption to the Company's
        business.  The Company  filed  insurance  claims  with  respect to these
        events and received  insurance  proceeds of $36,000 and $177,000  during
        fiscal year ended March 31, 2002 and 2001, respectively.


                                       22
<PAGE>

        At the Company's  Annual Meeting held on January 21, 2003, the Company's
        Shareholders  ratified and adopted the 2002 Stock Option Plan.  The 2002
        Stock  Option Plan  allows the  Compensation  Committee  of the Board of
        Directors to grant stock options to officers, directors and employees of
        the  Company.  The Company  has  100,000  stock  options  available  for
        issuance.  The Company has not issued any stock  options  under the 2002
        Stock Option Plan. Under the 2002 Stock Option Plan, options are granted
        at a price equal to the fair market value of the Company's  common stock
        on the date of grant.

        During  fiscal year ended March 31, 2003,  the  Company's  President was
        eligible for a bonus, based on reduction in the debt of the corporation.
        A bonus of  $100,000  is payable  when the debt of the  Company has been
        reduced to $500,000. An additional bonus of $100,000 is payable when the
        debt of the Company has been  eliminated.  As the Company's debt has not
        decreased  to the  above  levels,  no bonus  was  earned  or paid in the
        current year.

4.      TRANSACTIONS WITH RELATED PARTIES

        General and  administrative - related party expenses for the years ended
        March 31, 2003, 2002 and 2001 include management fees and administrative
        expenses paid to related parties which totaled $321,311,  $352,173,  and
        $267,774, respectively. Related parties during the years ended March 31,
        2003, 2002 and 2001 are owned by the Company's  current  majority owner,
        Robert Walker, or family members. Related parties during the years ended
        March  31,  2003,  2002 and 2001 also  include  a  company  owned by the
        Company's current President, Michael P. Perikly.

        For the years  ended March 31,  2003,  2002 and 2001,  the Company  made
        payments  to  PNI  Inc.,  Walker  Consulting,  Inc.,  and/or  RLW  & BJW
        Enterprises,  L.L.C.,  companies owned by the Company's current majority
        owner, Robert L. Walker, for management  services of $173,311,  $254,173
        and $185,149, respectively.

        For the years  ended March 31,  2003,  2002 and 2001,  the Company  made
        payments to KCH  Enterprises,  Inc.,  a company  owned by the  Company's
        current  President,  Michael P.  Perikly,  for  management  services  of
        $88,000, $73,000 and $82,625, respectively.

        During the year ended March 31, 2003 and 2002, the Company made payments
        to RLW & BJW  Enterprises,  L.L.C.,  a  company  owned by the  Company's
        current majority owner,  Robert L. Walker,  for building rent of $60,000
        and $25,000, respectively.


                                       23
<PAGE>

        The Company  incurred  borrowings  under line of credit  agreements with
        related  parties (Note 5).  Interest  incurred for the years ended March
        31,  2003,   2002  and  2001  was  $43,899,   $59,750,   and   $112,115,
        respectively.  For  fiscal  years  2003,  2002  and  2001,  the  Company
        capitalized $5,927, $29,910, and $52,465 of interest, respectively.

        At March 31, 2003 and 2002, the Company recorded payables of $22,123 and
        $5,000,  respectively,  to related parties for certain services provided
        by the related parties on behalf of the Company.

        During the years ended March 31, 2003,  2002 and 2001,  the Company paid
        $0, $15,000,  and $30,375,  respectively,  to KCH  Enterprises,  Inc., a
        company owned by the Company's  current  President,  Michael P. Perikly,
        for  construction  costs  related to the new employee  housing and other
        facility improvements.

        During the year ended March 31,  2003,  the Company  purchased a vehicle
        from the current  majority  shareholder,  Robert Walker for an amount of
        $11,670.

5.      NOTES PAYABLE UNDER LINES OF CREDIT

        The  Company  has a line  of  credit  agreement  ("Agreement")  with  an
        affiliated  company  expiring  September  30, 2003,  which  provides for
        collateralized  borrowings  of up to  $1,500,000  at an interest rate of
        prime  plus  .875   percent.   Borrowings   under  the   Agreement   are
        collateralized  by the  assets  and  improvements  of Flagg  Ranch.  The
        Company  has  borrowed  $585,000  on this line of credit as of March 31,
        2003.  The  terms of the  Agreement  contain,  among  other  provisions,
        requirements  for  maintaining  minimum  cash  flows (as  defined in the
        Agreement) and place limitations on the Company's ability to make loans.
        As of March 31, 2003, the Company was not in compliance with the minimum
        cash flow requirement.  On May 2, 2003, the Company received a waiver of
        noncompliance for the year ended March 31, 2003.

        The Company has a line of credit agreement with Jackson State Bank ("JSB
        Agreement")   expiring   September   12,   2003,   which   provides  for
        collateralized borrowings of up to $500,000 at an interest rate of prime
        plus .875 percent. Borrowings under the JSB Agreement are collateralized
        by the assets and  improvements of Flagg Ranch. The Company has borrowed
        $500,000 on the JSB  Agreement as of March 31,  2003.  The prime rate at
        March 31, 2003 was 4.25%.

6.      IMPAIRMENT OF LONG LIVED ASSETS

        The Company  recognized a non-cash asset  impairment  charge of $112,684
        primarily relating to snowmobiles and other assets used in winter due to
        the  discontinuation  of the winter  operations,  as discussed in Note 1
        above. The Company reduced the carrying value of the assets to estimated
        fair value and  recognized  an impairment  charge,  because the carrying
        value of the affected assets exceeded their net present value.


                                       24
<PAGE>

Item 8. Changes  In  and  Disagreements   with  Accountants  on  Accounting  and
              Financial Disclosures

              None

                                    PART III
                                    --------

Item 9. Directors and Executive Officers of the Registrant

        NAME                 AGE    POSITIONS WITH COMPANY     TERM AS  DIRECTOR

        Robert L. Walker     69     Chairman and CEO/Director   12/97 - Present
        A. Clarene Law       69     Director                    6/92 - Present
        Bonnie J. Walker     67     Director                    4/99 - Present
        William S. Levine    65     Director                    4/99 - Present
        Victor W. Riches     52     Director                    4/99 - Present
        Michael P. Perikly   51     President                   4/99 - Present
        Thomas J. Kase       58     Secretary/Treasurer         4/99 - Present

        Robert L. Walker was elected  Chairman and CEO on April 23, 1999 and was
elected to the Board of Directors in December, 1997. He also served as President
from September 30, 1997 to April 22, 1999. Mr. Walker has been an executive with
numerous companies over the last 35 years. From 1976 to the present, he has been
President of PNI, Inc., a privately owned investment company. From 1989 to 1994,
he was President and Chairman of Turf Paradise, Inc., an Arizona based, publicly
traded  company that owns and  operates a  thoroughbred  horse  racing  facility
conducting pari-mutuel wagering.

        A. Clarene Law was elected to the Board of  Directors  on September  11,
1992. She is the owner and Chief  Executive  Officer of Elk Country Motels which
operates four motel properties  aggregating 270 rooms in Jackson,  Wyoming. Mrs.
Law has over 35 years experience in the hospitality industry.

        Bonnie J.  Walker  was  elected to the Board of  Directors  on April 23,
1999.  She has served on numerous  boards and  committees of various  charitable
organizations  and  since  late 1997 has been  associated  with the  Company  in
various capacities.

        William S.  Levine was  elected to the Board of  Directors  on April 23,
1999. He has been the Chairman and C.E.O. of Outdoor  Systems,  Inc., a national
billboard company that recently merged with the National  Broadcasting  Company.
Additionally  he has served on various  boards of  directors of both private and
public companies.


                                       25
<PAGE>

        Victor W.  Riches  was  elected to the Board of  Directors  on April 23,
1999. He graduated from the Arizona State  University  College of Law (Magna Cum
Laude) in 1975. He has served on numerous Boards, committees and held offices of
both  charitable and  non-charitable  organizations,  including:  Turf Paradise,
Inc.;  Arizona  Center  for  the  Handicapped;   Bethany  Ranch  Home;  YMCA  of
Metropolitan  Phoenix; as well as many others. Mr. Riches has published numerous
articles  in a  variety  of  trade  magazines.  He  currently  is a real  estate
developer in Arizona, Nevada and California.

        Michael P. Perikly,  CPA, was elected  President of the Company on April
23, 1999.  Prior to that he served as Treasurer and Chief  Financial  Officer of
the Company from  September  30, 1997 to April 22,  1999.  He also served on the
Board of  Directors  from  December,  1997 until April,  1999.  From 1990 to the
present,  he has been Chief  Financial  Officer of PNI, Inc., a privately  owned
investment  company.  From 1989 to 1994,  Mr.  Perikly  was the Chief  Financial
Officer, Secretary and Treasurer of Turf Paradise, Inc.

Item 10. Executive Compensation

SUMMARY COMPENSATION TABLE

        (A)                          (B)               (C)
Name and principal
Position                            Year              Salary
------------------                  ----              ------

Michael P. Perikly                  2003             $100,000
President                           2002             $100,000
                                    2001             $125,000

Robert L. Walker                    2003             $100,000
Chief Executive Officer             2002             $150,000

All executive officers
as a group (three)                  2003             $200,000
          (three)                   2002             $250,000
          (three)                   2001             $125,000

All  executive  officers as a group  received  cash  compensation  for  services
rendered  to the Company  over the three  years  which was paid  pursuant to the
management contracts described under the heading "Item 12 Certain  Relationships
and Related Transactions."

There are no compensation arrangements for directors.


                                       26
<PAGE>

STOCK OPTION PLAN

        At the Company's  Annual Meeting held on January 21, 2003, the Company's
Shareholders  ratified and adopted the 2002 Stock  Option  Plan.  The 2002 Stock
Option Plan allows the Compensation Committee of the Board of Directors to grant
stock options to officers,  directors and employees of the Company.  The Company
has 100,000 stock options available for issuance. The Company has not issued any
stock  options  under the 2002 Stock  Option  Plan.  Under the 2002 Stock Option
Plan,  options  are  granted at a price  equal to the fair  market  value of the
Company's common stock on the date of grant.

Item 11. Security Ownership of Certain Beneficial Owners and Management

        The following  table  indicates as of May 15, 2003,  the common stock of
the  Registrant  owned  beneficially  by each  director,  by all  directors  and
executive  officers as a group and by each person who is known by the Registrant
to own beneficially more than 5% of the outstanding common stock.

                             Name and Address     Common Stock        Percent
                                                                         Held

                             Robert L. Walker      367,569              52.9%
                          Director and C.E.O.
                          3207 S. Hardy Drive
                         Tempe, Arizona 85282

                               A. Clarene Law        3,000                  *
                                     Director
                  1702 E. Highland Ave., #312
                       Phoenix, Arizona 85016

                           Michael P. Perikly        1,100                  *
                                    President
                          3207 S. Hardy Drive
                         Tempe, Arizona 85282

                            William S. Levine      124,233  (A)         17.9%
                                     Director
       Levine Investments Limited Partnership
            2525 E. Camelback Rd., Suite #275
                       Phoenix, Arizona 85016

                                Krist A. Jake       73,800  (B)         10.6%
                              P.O. Box 640219
              San Francisco, California 94164



                                       27
<PAGE>

                        Bar-B-Bar Corporation       37,307  (C)          5.4%
                          Max C. Chapman, Jr.
                                 P.O. Box 194
                  Scarborough, New York 10510

                   All Executive Officers and      495,902              71.4%
             Directors as a group (4 persons)
        *Less than 1%

(A)     Based on Schedule 13G filed with the Securities and Exchange  Commission
        on March 12,  1998 by William S. Levine and Levine  Investments  Limited
        Partnership.
(B)     Based on Schedule 13D filed with the Securities and Exchange  Commission
        on June 7, 1997 by Krist A. Jake.
(C)     Based on Schedule 13D filed with the Securities and Exchange  Commission
        on December 6, 1991 by Bar-B-Bar Corporation and Max C. Chapman, Jr.

Item 12. Certain Relationships and Related Transactions

        General and  administrative - related party expenses for the years ended
March 31,  2003,  2002 and 2001  represent  management  fees and  administrative
expenses paid to related parties and totaled $321,311,  $352,173,  and $267,774,
respectively.  Related  parties during the years ended March 31, 2003,  2002 and
2001 are owned by the Company's current majority owner, Robert Walker, or family
members.  Related  parties during the years ended March 31, 2003,  2002 and 2001
also include a company  owned by the  Company's  current  President,  Michael P.
Perikly.

        For the years  ended March 31,  2003,  2002 and 2001,  the Company  made
payments to PNI Inc.,  Walker  Consulting,  Inc.,  and/or RLW & BJW Enterprises,
L.L.C.,  companies  owned by the Company's  current  majority  owner,  Robert L.
Walker,   for   management   services  of  $173,311,   $254,173  and   $185,149,
respectively.

        For the years  ended March 31,  2003,  2002 and 2001,  the Company  made
payments to KCH  Enterprises,  Inc., a company  owned by the  Company's  current
President,  Michael P. Perikly, for management services of $88,000,  $73,000 and
$82,625, respectively.

        During the year ended March 31, 2003 and 2002, the Company made payments
to RLW & BJW  Enterprises,  L.L.C.,  a company  owned by the  Company's  current
majority  owner,  Robert L. Walker,  for  building  rent of $60,000 and $25,000,
respectively

        The  Company  has a line  of  credit  agreement  ("Agreement")  with  an
affiliated   company   expiring   September   30,  2003,   which   provides  for
collateralized  borrowings of up to $1,500,000 at an interest rate of prime plus
..875 percent.  Borrowings under the Agreement are  collateralized  by the assets
and improvements of Flagg Ranch. The Company has borrowed  $585,000 on this line
of credit as of March 31, 2003. The terms of the Agreement contain,  among other
provisions,  requirements for maintaining  minimum cash flows (as defined in the
Agreement) and place  limitations on the Company's  ability to make loans. As of
March 31,  2003,  the Company was not in  compliance  with the minimum cash flow
requirement.  On May 2, 2003, the Company received a waiver of noncompliance for
the year ended March 2, 2003.


                                       28
<PAGE>

        The Company  incurred  borrowings  under line of credit  agreements with
related parties (Note 5). Interest  incurred for the years ended March 31, 2003,
2002 and 2001 was $43,899, $59,750, and $112,115, respectively. For fiscal years
2003, 2002 and 2001, the Company  capitalized  $5,927,  $29,910,  and $52,465 of
interest, respectively.

        At March 31, 2003 and 2002, the Company recorded payables of $22,123 and
$5,000,  respectively,  to related parties for certain services  provided by the
related parties on behalf of the Company.

        During the years ended March 31, 2003,  2002 and 2001,  the Company paid
$0, $15,000,  and $30,375,  respectively,  to KCH  Enterprises,  Inc., a company
owned by the Company's current President,  Michael P. Perikly,  for construction
costs related to the new employee housing and other facility improvements.

        During the year ended March 31,  2003,  the Company  purchased a vehicle
from the current majority shareholder, Robert Walker for an amount of $11,670.

                                     PART IV
                                     -------

Item 13. Exhibits, Financial Statements, Schedules and Reports on Form 8-K

(a)     1.      Financial Statements                                  Page

The following  consolidated financial statements of International Leisure Hosts,
Ltd. and Subsidiary are included in Part II, Item 7:

                Independent Auditors' Report                           12

                Consolidated Balance Sheets - March 31, 2003
                and 2002                                               13

                Consolidated Statements of Income - years ended
                March 31, 2003, 2002 and 2001                          14

                Consolidated Statements of Shareholders' Equity -
                years ended March 31, 2003, 2002 and 2001              15

                Consolidated Statements of Cash Flows-
                years ended March 31, 2003, 2002 and 2001              16

                Notes to consolidated financial statements             17


                                       29
<PAGE>

3.              The  following   exhibits  are   incorporated  by  reference  as
                indicated:

       3.1      By-Laws-Adopted June 22, 1992
                Filed with Form 10-K dated March 31, 1992
       3.2      Articles  of  Incorporation-filed  with Form 10-K  dated
                March 31, 1986, pages 32-41
       10.1     United States  Department of the Interior  National Park
                Service Contract-filed with Form 10-Q dated December 31,
                1989
       10.2     Pacific  West   Construction   Contract  for  new  lodge
                building filed with Form 10-KSB dated March 31, 1994
       10.3     Pacific  West  Construction  Contract for 50 new lodging
                units filed with Form 10-QSB dated June 30, 1994
       10.4     Pacific  West  Construction  contract for 42 new lodging
                units filed with Form 10-QSB dated September 30, 1995
       22.      Subsidiaries  of Registrant:  incorporated  by reference
                from the Registrant's  report on Form 10-KSB dated March
                31, 1994
       99.1     Certification  pursuant to 18 U.S.C.  Section  1350,  as
                adopted  pursuant to Section  906 of the  Sarbanes-Oxley
                Act of 2002
       99.2     Certification  pursuant to 18 U.S.C.  Section  1350,  as
                adopted  pursuant to Section  906 of the  Sarbanes-Oxley
                Act of 2002
       (b)      None.

        All other  schedules  and  exhibits  for which  provision is made in the
applicable  accounting  regulation of the Securities and Exchange Commission are
not required under the related  instructions or are inapplicable and, therefore,
have been omitted.

Item 14. Controls and Procedures.

        Under  the  supervision  and  with  the   participation  of  management,
including  the  Chief  Executive  Officer  and  Chief  Financial  Officer,   the
effectiveness of the design and operation of disclosure  controls and procedures
has been evaluated within 90 days of the filing date of this annual report, and,
based on that  evaluation,  the Chief  Executive  Officer  and  Chief  Financial
Officer have concluded  that these controls and procedures are effective.  There
were no significant  changes in internal controls or in other factors that could
significantly affect these controls subsequent to the date of that evaluation.

        Disclosure  controls and  procedures  are controls and other  procedures
that are  designed to ensure that  information  required to be  disclosed in the
reports filed or submitted under the Securities  Exchange Act of 1934 ("Exchange
Act") is recorded,  processed,  summarized and reported, within the time periods
specified  in  the  Securities  and  Exchange   Commission's  rules  and  forms.
Disclosure  controls and procedures include,  without  limitation,  controls and
procedures  designed to ensure that information  required to be disclosed in and
communicated  to  management,  including the Chief  Executive  Officer and Chief
Financial  Officer,  as appropriate to allow timely decision  regarding required
disclosure.


                                       30
<PAGE>

SIGNATURES
----------

        Pursuant to the  requirements  of Section 13 or 15 (d) of the Securities
and  Exchange  Act of 1934,  the  Registrant  has duly  caused this report to be
signed on its behalf by the undersigned thereunto duly authorized.

                          International Leisure Hosts, Ltd.
                          ---------------------------------

                          /s/ Michael P. Perikly
                          ---------------------------------
                          Michael P. Perikly, President
                          Date: 7/03/03

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following  persons on behalf of the  Registrant and
in the capacities and on the date indicated.


/s/ Michael P. Perikly                         /s/ Thomas J. Kase
-----------------------------------           ----------------------------------
Michael P. Perikly                            Thomas J. Kase
President                                     Treasurer
Date: 6/15/03                                 Date:  6/15/03







                                       31