##### Table of Contents



FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



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For Quarter Ended June 30, 2002

Commission File no. 2-64309

GOLF HOST RESORTS, INC.

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(Exact name of registrant as specified in its charter)


|                                                     |  |                    
|---------------------------------------------------- |  | -------------------
|Colorado                                             |  | 84-0631130         
|                                                     |  |                    
|(State or other jurisdiction of                      |  | (I.R.S. Employer   
|incorporation or organization)                       |  | Identification No.)
|                                                     |  |                    
|36750 US 19 N., Palm Harbor, Florida                 |  | 34684              
|                                                     |  |                    
|(Address of principal executive offices)             |  | (Zip Code)         
|                                                     |  |                    
|(727) 942-2000                                       |  |                    
|                                                     |  |                    
|(Registrants telephone number, including area code) |  |                    

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

Issuer has no common stock subject to this report.

Page 1 of 23





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TABLE OF CONTENTS



|                                                     |  |  |  |  |  |  |  | 
|---------------------------------------------------- |  |  |  |  |  |  |  | 
|PART I  FINANCIAL INFORMATION                      
|CONSOLIDATED BALANCE SHEETS                         
|CONSOLIDATED STATEMENTS OF INCOME                   
|CONSOLIDATED STATEMENTS OF SHAREHOLDERS DEFICIT    
|CONSOLIDATED STATEMENTS OF CASH FLOWS               
|NOTES TO CONSOLIDATED FINANCIAL STATEMENTS          
|BALANCE SHEETS                                      
|STATEMENTS OF OPERATIONS                            
|STATEMENTS OF CHANGES IN PARTICIPANTS FUND BALANCES
|BALANCE SHEETS                                      
|STATEMENTS OF OPERATIONS                            
|STATEMENTS OF CHANGES IN PARTICIPANTS FUND BALANCES
|PART II  OTHER INFORMATION                         
|SIGNATURES                                          
|Ex-99.1 Section 302 CEO Certification               
|Ex-99.2 Section 302 Certification                   
|Ex-99.3 Section 906 CEO Certification               
|Ex-99.4 Section 906 Certification                   



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##### Table of Contents






PART I  FINANCIAL INFORMATION

GOLF HOST RESORTS, INC. AND SUBSIDIARY
(a wholly owned subsidiary of Golf Hosts, Inc.)




CONSOLIDATED BALANCE SHEETS


ASSETS
(Substantially all pledged)

|                            |                                   |                      |            |             |           |              |            |           |           | 
|--------------------------- | --------------------------------- | -------------------- | ---------- | ----------- | --------- | ------------ | ---------- | --------- | --------- | 
|                            |                                   |                      |            | June 30,    |           | December 31,
|                            |                                   |                      |            | 2002        |           | 2001        
|                            |                                   |                      |            |             |           |             
|                            |                                   |                      |            | (unaudited) |           |              |            |          
|CURRENT ASSETS:             |                                   |                      |            |             |           |              |            |          
|                            | Cash                              |                      | $          | 1,811,769   |           |              | $          | 665,402   |          
|                            | Restricted cash                   |                      |            | 2,110,334   |           |              |            | 1,413,326 |          
|                            | Accounts receivable, net          |                      |            | 3,238,478   |           |              |            | 2,056,232 |          
|                            | Other receivables                 |                      |            | 141,671     |           |              |            | 37,530    |          
|                            | Inventories and supplies          |                      |            | 957,240     |           |              |            | 1,070,280 |          
|                            | Prepaid expenses and other assets |                      |            | 456,166     |           |              |            | 613,962   |          
|                            |                                   |                      |            |             |           |              |            |          
|                            |                                   | Total current assets |            |             | 8,715,658 |              |            |           | 5,856,732 | 
|                            |                                   |                      |            |             |           |              |            |          
|INTANGIBLES, net            |                                   |                      | 12,940,296 |             |           |              | 13,323,572 |          
|PROPERTY AND EQUIPMENT, net |                                   |                      | 38,889,591 |             |           |              | 40,180,206 |          
|OTHER ASSETS                |                                   |                      | 3,583,621  |             |           |              | 509,215    |          
|                            |                                   |                      |            |             |           |              |            |          
|                            |                                   | $                    | 64,129,166 |             |           | $            | 59,869,725 |          
|                            |                                   |                      |            |             |           |              |            |          

The accompanying notes are an integral part of these consolidated financial statements.

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GOLF HOST RESORTS, INC. AND SUBSIDIARY
(a wholly owned subsidiary of Golf Hosts, Inc.)
CONSOLIDATED BALANCE SHEETS

LIABILITIES AND SHAREHOLDERS DEFICIT

|                            |                                                                                               |                           |           |             |             |              |            |             |             | 
|--------------------------- | --------------------------------------------------------------------------------------------- | ------------------------- | --------- | ----------- | ----------- | ------------ | ---------- | ----------- | ----------- | 
|                            |                                                                                               |                           |           | June 30,    |             | December 31,
|                            |                                                                                               |                           |           | 2002        |             | 2001        
|                            |                                                                                               |                           |           |             |             |             
|                            |                                                                                               |                           |           | (unaudited) |             |              |            |            
|CURRENT LIABILITIES:        |                                                                                               |                           |           |             |             |              |            |            
|                            | Debt due within one year                                                                      |                           | $         | 79,094,766  |             |              | $          | 79,562,698  |            
|                            | Accounts payable                                                                              |                           |           | 6,285,422   |             |              |            | 7,762,297   |            
|                            | Accrued payroll costs                                                                         |                           |           | 1,019,913   |             |              |            | 772,296     |            
|                            | Accrued interest                                                                              |                           |           | 10,028,488  |             |              |            | 2,263,163   |            
|                            | Other payables                                                                                |                           |           | 3,143,330   |             |              |            | 2,775,026   |            
|                            | Deposits and prepaid fees                                                                     |                           |           | 1,928,077   |             |              |            | 2,695,273   |            
|                            | Due to related parties                                                                        |                           |           | 64,246      |             |              |            | 48,428      |            
|                            |                                                                                               |                           |           |             |             |              |            |            
|                            |                                                                                               | Total current liabilities |           |             | 101,564,242 |              |            |             | 95,879,181  | 
|                            |                                                                                               |                           |           |             |             |              |            |            
|DEBT DUE AFTER ONE YEAR     |                                                                                               |                           |          |             |             |              | 51,213     |            
|OTHER LONG-TERM LIABILITIES |                                                                                               |                           | 9,015,009 |             |             |              | 12,205,203 |            
|LONG
TERM REFURBISHMENT     |                                                                                               |                           | 3,256,120 |             |             |              |           |            
|DEFERRED INCOME TAXES       |                                                                                               |                           | 1,255,000 |             |             |              | 1,255,000  |            
|                            |                                                                                               |                           |           |             |             |              |            |            
|                            |                                                                                               | Total liabilities         |           |             | 115,090,371 |              |            |             | 109,390,597 | 
|                            |                                                                                               |                           |           |             |             |              |            |            
|SHAREHOLDERS DEFICIT       |                                                                                               |                           |           |             |             |              |            |            
|                            | Common stock, $1 par, 5,000 shares
authorized, issued, and outstanding                        |                           |           | 5,000       |             |              |            | 5,000       |            
|                            | 5.6% cumulative preferred
stock, $1 par, 4,577,000
shares authorized, issued, and outstanding |                           |           | 4,577,000   |             |              |            | 4,577,000   |            
|                            | Paid-in capital                                                                               |                           |           | (8,487,323  | )           |              |            | (8,487,323  | )          
|                            | Accumulated deficit                                                                           |                           |           | (47,055,882 | )           |              |            | (45,615,549 | )          
|                            |                                                                                               |                           |           |             |             |              |            |            
|                            | Total shareholders deficit                                                                   |                           |           | (50,961,205 | )           |              |            | (49,520,872 | )          
|                            |                                                                                               |                           |           |             |             |              |            |            
|                            | Total liabilities and shareholders deficit                                                   |                           | $         | 64,129,166  |             |              | $          | 59,869,725  |            
|                            |                                                                                               |                           |           |             |             |              |            |            

The accompanying notes are an integral part of these consolidated financial statements.

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GOLF HOST RESORTS, INC. AND SUBSIDIARY
(a wholly owned subsidiary of Golf Hosts, Inc.)




CONSOLIDATED STATEMENTS OF INCOME


(unaudited)


|                                                                    |                               |   |                         |           |                           |   |            |           |      |   |            |           |  |   |            |            | 
|------------------------------------------------------------------- | ----------------------------- | - | ----------------------- | --------- | ------------------------- | - | ---------- | --------- | ---- | - | ---------- | --------- |  | - | ---------- | ---------- | 
|                                                                    |                               |   | Quarters ended June 30, |           | Six months ended June 30,
|                                                                    |                               |   |                         |           |                          
|                                                                    |                               |   | 2002                    |           | 2001                      |   | 2002       |           | 2001
|                                                                    |                               |   |                         |           |                           |   |            |           |     
|REVENUES:                                                           |                               |   |                         |           |                           |   |            |           |      |   |            |           |  |   |            |           
|                                                                    | Resort facilities             |   | $                       | 3,378,897 |                           |   | $          | 4,344,924 |      |   | $          | 8,397,062 |  |   | $          | 12,125,179 | 
|                                                                    | Food and beverage             |   |                         | 3,806,922 |                           |   |            | 3,729,347 |      |   |            | 7,400,352 |  |   |            | 9,063,946  | 
|                                                                    | Golf                          |   |                         | 2,915,347 |                           |   |            | 3,255,311 |      |   |            | 7,472,088 |  |   |            | 9,039,471  | 
|                                                                    | Other                         |   |                         | 1,635,313 |                           |   |            | 1,388,904 |      |   |            | 2,937,805 |  |   |            | 3,315,542  | 
|                                                                    |                               |   |                         |           |                           |   |            |           |      |   |            |           |  |   |            |           
|                                                                    |                               |   | 11,736,479              |           |                           |   | 12,718,486 |           |      |   | 26,207,307 |           |  |   | 33,544,138 |           
|                                                                    |                               |   |                         |           |                           |   |            |           |      |   |            |           |  |   |            |           
|COST AND OPERATION EXPENSES:                                        |                               |   |                         |           |                           |   |            |           |      |   |            |           |  |   |            |           
|                                                                    | Resort facilities             |   |                         | 2,785,709 |                           |   |            | 3,095,991 |      |   |            | 6,126,672 |  |   |            | 7,947,526  | 
|                                                                    | Food and beverage             |   |                         | 2,374,933 |                           |   |            | 2,482,346 |      |   |            | 4,767,309 |  |   |            | 5,698,239  | 
|                                                                    | Golf                          |   |                         | 1,673,007 |                           |   |            | 1,687,272 |      |   |            | 3,258,607 |  |   |            | 3,657,889  | 
|                                                                    | Other                         |   |                         | 2,277,235 |                           |   |            | 2,320,834 |      |   |            | 4,701,374 |  |   |            | 5,222,906  | 
|                                                                    | General and administrative    |   |                         | 1,108,359 |                           |   |            | 1,308,013 |      |   |            | 2,325,537 |  |   |            | 2,914,662  | 
|                                                                    | Depreciation and amortization |   |                         | 860,448   |                           |   |            | 968,283   |      |   |            | 1,733,277 |  |   |            | 1,936,567  | 
|                                                                    |                               |   |                         |           |                           |   |            |           |      |   |            |           |  |   |            |           
|                                                                    |                               |   | 11,079,691              |           |                           |   | 11,862,739 |           |      |   | 22,912,776 |           |  |   | 27,377,789 |           
|                                                                    |                               |   |                         |           |                           |   |            |           |      |   |            |           |  |   |            |           
|INCOME BEFORE INCOME/(LOSS) ON
LEASED ASSET AND ASSET HELD FOR SALE |                               |   | 656,788                 |           |                           |   | 855,747    |           |      |   | 3,294,531  |           |  |   | 6,166,349  |           
|INCOME/(LOSS)
ON LEASED ASSET AND ASSET HELD FOR SALE               |                               |   |                        |           |                           |   | 393,770    |           |      |   |           |           |  |   | (270,911   | )         
|                                                                    |                               |   |                         |           |                           |   |            |           |      |   |            |           |  |   |            |           
|OPERATING INCOME                                                    |                               |   | 656,788                 |           |                           |   | 1,249,517  |           |      |   | 3,294,531  |           |  |   | 5,895,438  |           
|INTEREST, NET                                                       |                               |   | 2,236,275               |           |                           |   | 2,490,959  |           |      |   | 4,606,710  |           |  |   | 4,912,157  |           
|                                                                    |                               |   |                         |           |                           |   |            |           |      |   |            |           |  |   |            |           
|NET (LOSS)/INCOME                                                   |                               |   | (1,579,487              | )         |                           |   | (1,241,442 | )         |      |   | (1,312,179 | )         |  |   | 983,281    |           
|DIVIDEND REQUIREMENTS ON
PREFERRED STOCK                            |                               |   | 64,077                  |           |                           |   | 64,077     |           |      |   | 128,154    |           |  |   | 128,154    |           
|                                                                    |                               |   |                         |           |                           |   |            |           |      |   |            |           |  |   |            |           
|NET (LOSS)/INCOME AVAILABLE
TO COMMON SHAREHOLDER                   |                               | $ | (1,643,564              | )         |                           | $ | (1,305,519 | )         |      | $ | (1,440,333 | )         |  | $ | 855,127    |           
|                                                                    |                               |   |                         |           |                           |   |            |           |      |   |            |           |  |   |            |           

The accompanying notes are an integral part of these consolidated financial statements.

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GOLF HOST RESORTS, INC AND SUBSIDIARY




CONSOLIDATED STATEMENTS OF SHAREHOLDERS DEFICIT


|                                         |  |              |       |                 |  |         |       |          |  |               |           |         |  |         |           |  |  |   |             |   |  |   |             |   |  |   |             |  
|---------------------------------------- |  | ------------ | ----- | --------------- |  | ------- | ----- | -------- |  | ------------- | --------- | ------- |  | ------- | --------- |  |  | - | ----------- | - |  | - | ----------- | - |  | - | ----------- | -
|                                         |  | $1 Par Value |       | 5.6% Cumulative |  |         |       |          |  |               |           |         |  |         |           | 
|                                         |  | Common Stock |       | Preferred Stock |  |         |       |          |  |               |           |         |  | Total  
|                                         |  |              |       |                 |  | Paid-In |       | Retained |  | Shareholder's
|                                         |  | Shares       |       | Amount          |  | Shares  |       | Amount   |  | Capital       |           | Deficit |  | Deficit
|                                         |  |              |       |                 |  |         |       |          |  |               |           |         |  |        
|Balance, December 31, 2000               |  |              | 5,000 |                 |  | $       | 5,000 |          |  |               | 4,577,000 |         |  | $       | 4,577,000 |  |  | $ | (13,557,000 | ) |  | $ | (33,744,244 | ) |  | $ | (42,719,244 | )
|Net loss allocated to
common shareholder |  |              |      |                 |  |         |      |          |  |               |          |         |  |         |          |  |  |   |            |   |  |   | (10,610,891 | ) |  |   | (10,610,891 | )
|Forgiveness of operating deficits        |  |              |       |                 |  |         |       |          |  |               |           |         |  |         |           |  |  |   | 5,069,677   |   |  |   |            |   |  |   | 5,069,677   |  
|Contribution from shareholder            |  |              |       |                 |  |         |       |          |  |               |           |         |  |         |           |  |  |   |            |   |  |   | 2,667,921   |   |  |   | 2,667,921   |  
|Distribution to shareholder              |  |              |      |                 |  |         |      |          |  |               |          |         |  |         |          |  |  |   |            |   |  |   | (3,928,335  | ) |  |   | (3,928,335  | )
|                                         |  |              |       |                 |  |         |       |          |  |               |           |         |  |         |           |  |  |   |             |   |  |   |             |   |  |   |             |  
|Balance, December 31, 2001               |  |              | 5,000 |                 |  |         | 5,000 |          |  |               | 4,577,000 |         |  |         | 4,577,000 |  |  |   | (8,487,323  | ) |  |   | (45,615,549 | ) |  |   | (49,520,872 | )
|Net loss allocated to
common shareholder |  |              |      |                 |  |         |      |          |  |               |          |         |  |         |          |  |  |   |            |   |  |   | (1,440,333  | ) |  |   | (1,440,333  | )
|                                         |  |              |       |                 |  |         |       |          |  |               |           |         |  |         |           |  |  |   |             |   |  |   |             |   |  |   |             |  
|Balance, June 30, 2002 (unaudited)       |  |              | 5,000 |                 |  | $       | 5,000 |          |  |               | 4,577,000 |         |  | $       | 4,577,000 |  |  | $ | (8,487,323  | ) |  | $ | (47,055,882 | ) |  | $ | (50,961,205 | )
|                                         |  |              |       |                 |  |         |       |          |  |               |           |         |  |         |           |  |  |   |             |   |  |   |             |   |  |   |             |  

The accompanying notes are an integral part of these consolidated financial statements.

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GOLF HOST RESORTS, INC. AND SUBSIDIARY
(a wholly owned subsidiary of Golf Hosts, Inc.)




CONSOLIDATED STATEMENTS OF CASH FLOWS


FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001
(unaudited)


|                                                                                                     |                                                                         |                                                 |           |            |            |      |         |            |            |  
|---------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------- | ----------------------------------------------- | --------- | ---------- | ---------- | ---- | ------- | ---------- | ---------- | -
|                                                                                                     |                                                                         |                                                 |           | 2002       |            | 2001
|                                                                                                     |                                                                         |                                                 |           |            |            |     
|CASH FLOWS FROM OPERATING ACTIVITIES:                                                                |                                                                         |                                                 |           |            |            |      |         |           
|                                                                                                     | Net
(loss)/income before dividend requirements
on preferred stock       |                                                 | $         | (1,312,179 | )          |      | $       | 983,281    |           
|                                                                                                     | Adjustments to reconcile net income to net cash
provided by operations: |                                                 |           |            |            |      |         |            |           
|                                                                                                     |                                                                         | Depreciation and amortization                   |           |            | 1,733,277  |      |         |            | 1,936,567  |  
|                                                                                                     |                                                                         | Provision for bad debts                         |           |            | 181,869    |      |         |            | 222,807    |  
|                                                                                                     |                                                                         | Gain
on disposal of capital lease               |           |            | (294,822   | )    |         |            |            |  
|                                                                                                     |                                                                         | Gain from sale of AHFS                          |           |            |           |      |         |            | (1,164,911 | )
|                                                                                                     |                                                                         | Rental
pool expense                             |           |            | 203,508    |      |         |            |           |  
|                                                                                                     |                                                                         | Changes in operating working capital            |           |            | 4,118,337  |      |         |            | (157,373   | )
|                                                                                                     |                                                                         |                                                 |           |            |            |      |         |           
|                                                                                                     |                                                                         | Cash provided by operations                     |           |            | 4,629,990  |      |         |            | 1,820,371  |  
|                                                                                                     |                                                                         |                                                 |           |            |            |      |         |           
|CASH FLOWS FROM INVESTING ACTIVITIES:                                                                |                                                                         |                                                 |           |            |            |      |         |           
|                                                                                                     | Proceeds from sale of AHFS                                              |                                                 |           |           |            |      |         | 3,928,635  |           
|                                                                                                     | Increase in Assets Held for Sale                                        |                                                 |           |           |            |      |         | (47,624    | )         
|                                                                                                     | Increase in other assets                                                |                                                 |           | (21,794    | )          |      |         | (25,254    | )         
|                                                                                                     | Purchases of property and equipment                                     |                                                 |           | (200,904   | )          |      |         | (352,682   | )         
|                                                                                                     |                                                                         |                                                 |           |            |            |      |         |           
|                                                                                                     |                                                                         | Cash (used in) provided by investing activities |           |            | (222,698)  |      |         |            | 3,503,075  |  
|                                                                                                     |                                                                         |                                                 |           |            |            |      |         |           
|CASH FLOWS FROM FINANCING ACTIVITIES:                                                                |                                                                         |                                                 |           |            |            |      |         |           
|                                                                                                     | Contribution
from owners                                                |                                                 |           | 21,239     |            |      |         |           |           
|                                                                                                     | Distribution to owners                                                  |                                                 |           |           |            |      |         | (3,928,335 | )         
|                                                                                                     | Repayment
of line of credit                                             |                                                 |           |           |            |      |         | (667,141   | )         
|                                                                                                     | Repayment of existing debt                                              |                                                 |           | (91,970    | )          |      |         | (664,679   | )         
|                                                                                                     | (Decrease)/increase in other long-term liabilities                      |                                                 |           | (3,190,194 | )          |      |         | 71,056     |           
|                                                                                                     |                                                                         |                                                 |           |            |            |      |         |           
|                                                                                                     |                                                                         | Cash used in financing activities               |           |            | (3,260,925 | )    |         |            | (5,189,099 | )
|                                                                                                     |                                                                         |                                                 |           |            |            |      |         |           
|NET INCREASE IN CASH                                                                                 |                                                                         |                                                 | 1,146,367 |            |            |      | 134,347 |           
|CASH, BEGINNING OF PERIOD                                                                            |                                                                         |                                                 | 665,402   |            |            |      | 565,400 |           
|                                                                                                     |                                                                         |                                                 |           |            |            |      |         |           
|CASH, END OF PERIOD                                                                                  |                                                                         | $                                               | 1,811,769 |            |            | $    | 699,747 |           
|                                                                                                     |                                                                         |                                                 |           |            |            |      |         |           
|NON-CASH FINANCING AND INVESTING ACTIVITIES:                                                         |                                                                         |                                                 |           |            |            |      |         |           
|The Company satisfied its preferred
stock dividend liability to GHI through the intercompany account |                                                                         | $                                               | 128,154   |            |            | $    | 128,154 |           
|                                                                                                     |                                                                         |                                                 |           |            |            |      |         |           
|Transfer from fixed assets to AHFS                                                                   |                                                                         | $                                               |          |            |            | $    | 281,100 |           
|                                                                                                     |                                                                         |                                                 |           |            |            |      |         |           
|Master
lease agreement refurbishment program                                                         |                                                                         | $                                               | 3,256,120 |            |            | $    |        |           
|                                                                                                     |                                                                         |                                                 |           |            |            |      |         |           

The accompanying notes are an integral part of these consolidated financial statements.

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GOLF HOST RESORTS, INC. AND SUBSIDIARY
(a wholly owned subsidiary of Golf Hosts, Inc.)




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(1) BASIS OF PRESENTATION



| |  |  | The financial statements for December 31, 2001 were prepared assuming the Company will continue as
a going concern. As discussed in the notes to the consolidated financial statements on Form 10-K dated
December 31, 2001, the Company has suffered recurring losses from operations, has negative working
capital and has a shareholders deficit that raises substantial doubt about its ability to continue as a
going concern. Managements plans in regard to these matters are also discussed in the footnotes.
Additionally, as described in Note 7 of the notes to the consolidated financial statements on Form 10-K,
the Company had defaulted under the terms of its debt agreement and Golf Hosts, Inc., the Companys
parent company, is a defendant to a class action lawsuit. These financial statements do not include any
adjustments that might result from the outcome of these uncertainties.
| |  |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | These financial statements and related notes are presented for interim periods in accordance with the
requirements of Form 10-Q and, consequently, do not include all disclosures normally provided in the
Companys Annual Report on Form 10-K. Accordingly, these financial statements and related notes
should be read in conjunction with the Companys Annual Report on Form 10-K for the year ended
December 31, 2001.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|
| |  |  | The accompanying consolidated balance sheet for June 30, 2002, and consolidated statements of operations
and cash flows for the periods ended June 30, 2002 and 2001, are unaudited but reflect all adjustments which
are, in the opinion of management, necessary for a fair presentation of the results for the interim periods
presented. All such adjustments are of a normal recurring nature.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|
| |  |  | The Companys business is seasonal. Therefore, the results of operations for the interim periods shown in
this report are not necessarily indicative of results to be expected for the fiscal years.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               

(2) INTANGIBLE ASSETS



| |  |  | The Company recorded at closing in 1997, a resort intangible asset of approximately $30,400,000. This
intangible related to the purchase of the Innisbrook Resort, which contained an existing rental pool agreement
and a recently executed management agreement with Westin Hotels. The intangible is being amortized over
twenty years on a straight-line basis. Amortization expense for all intangible assets was approximately
$383,000 and $772,000 for the six months ended June 30, 2002 and June 30, 2001, respectively.                                                                                                  
| |  |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | As noted in the Companys 10-K for December 31, 2001, management had determined that due to declining
demand in the resort business and reduced rental pool participation which led to declines in operating results,
impairment had occurred. At December 31, 2000, an impairment charge of $7,441,000 was recorded. As a
result of the continued decline in destination golf resort business during 2001 and the events of September
11, 2001, the Company determined that further impairment had occurred and consequently had recognized
an additional $3,000,000 impairment charge during the quarter ended September 30, 2001.

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##### Table of Contents



GOLF HOST RESORTS, INC. AND SUBSIDIARY
(a wholly owned subsidiary of Golf Hosts, Inc.)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(3) Debt



| |  |  | Debt consists of the following:
| |  |  | -------------------------------

|                                                                               |  |          |             |              |  |   |             |  
|------------------------------------------------------------------------------ |  | -------- | ----------- | ------------ |  | - | ----------- | -
|                                                                               |  | June 30, |             | December 31,
|                                                                               |  | 2002     |             | 2001        
|                                                                               |  |          |             |             
|Participating mortgage note at varying pay
rates maturing in 2027 (in default) |  | $        | 69,975,000  |              |  | $ | 69,975,000  |  
|$9,000,000 participation mortgage
note credit facility (in default)            |  |          | 9,000,000   |              |  |   | 9,000,000   |  
|Capital leases                                                                 |  |          | 119,766     |              |  |   | 638,911     |  
|                                                                               |  |          |             |              |  |   |             |  
|                                                                               |  |          | 79,094,766  |              |  |   | 79,613,911  |  
|Less current maturities                                                        |  |          | (79,094,766 | )            |  |   | (79,562,698 | )
|                                                                               |  |          |             |              |  |   |             |  
|Debt
due after one year                                                        |  | $        | 0           |              |  | $ | 51,213      |  
|                                                                               |  |          |             |              |  |   |             |  

(4) CONTINGENCIES



| |  |  | Golf Hosts, Inc., the Companys parent, has been named as a defendant in a consolidated class action
lawsuit whereby the plaintiffs allege breaches of contract, including breaches in connection with the
Rental Pool Master Lease Agreement. The plaintiffs are seeking unspecified damages and declaratory
judgment stating that the plaintiffs are entitled to participate in the rental pool if one exists and a
limitation of golf course access to persons who are either condominium owners, members, their
accompanied guests, or guests of the resort. Deposition of class members and others, including
depositions of prior executives of Golf Host Resorts, Inc. have been taken and additional discovery remains.
The previously scheduled trial date of February 3, 2002 has been postponed by the Court; a new trial date
has not yet been set. As this litigation is still in progress, the Company is not yet able to determine whether the
resolution of this matter will have a material adverse effect on the Companys financial condition or results
of operations although the Company believes Golf Hosts, Inc. has successful defenses based upon
consultations with legal counsel and intends to vigorously defend this action.
| |  |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | The Company has recorded a
liability and related asset in the approximate amount of
$3,256,000, in recognition of the Master Lease Agreement refurbishment
reimbursement program. The liability and asset will be amortized
consistent with the repayment schedule as defined within the Master Lease
Agreement.
| |  |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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GOLF HOST RESORTS, INC. AND SUBSIDIARY
(a wholly owned subsidiary of Golf Hosts, Inc.)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(5) TAMARRONS RESULTS OF OPERATIONS



| |  |  | The Company assumed responsibility for the net income (loss) of Tamarron under the terms of the lease
agreement between the Company and Golf Host II, Inc. entered into during 2000. The net loss is as
follows and is included in loss on leased asset and asset held for
sale in the statement of operations:
| |  |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|                           |                            |   |                  |           | 
|-------------------------- | -------------------------- | - | ---------------- | --------- | 
|                           |                            |   | Six months ended
|                           |                            |   | June 30, 2001   
|                           |                            |   |                 
|Revenue:                   |                            |   |                  |          
|                           | Hotel                      |   | $                | 1,212,509 | 
|                           | Food and beverage          |   |                  | 953,377   | 
|                           | Golf                       |   |                  | 646,998   | 
|                           | Other                      |   |                  | 914,606   | 
|                           |                            |   |                  |          
|                           |                            |   | 3,727,490        |          
|                           |                            |   |                  |          
|Costs & operating expense: |                            |   |                  |          
|                           | Hotel                      |   |                  | 534,570   | 
|                           | Food and beverage          |   |                  | 699,003   | 
|                           | Golf                       |   |                  | 361,703   | 
|                           | Other                      |   |                  | 1,275,205 | 
|                           | General and administrative |   |                  | 2,235,375 | 
|                           | Interest expense           |   |                  | 57,456    | 
|                           |                            |   |                  |          
|                           |                            |   | 5,163,312        |          
|                           |                            |   |                  |          
|Net loss                   |                            | $ | (1,435,822       | )        
|                           |                            |   |                  |          



| |  |  | On November 19, 2001, GH II, an affiliated company and lessor of Tamarron, sold Tamarron for $9,500,000.
A portion of the proceeds were contributed to the Company as a capital contribution and were used to
settle the remaining balance due under the $5,000,000 mortgage note from the previous owners.
| |  |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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GOLF HOST RESORTS, INC.

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

Results of Operations

Quarter ended June 30, 2002

The comparative results for 2001 exclude the activities of the Tamarron
Resort. The Company assumed responsibility for the net income (loss) under the
terms of a lease agreement entered into between the Company and Golf Host II
during 2000. Golf Host II sold the Tamarron Resort on November 19, 2001. The
exclusion of Tamarrons results allows for comparison on a
period to period basis for the Innisbrook property.

During the second quarter of 2002, the Companys results of operations
continued to reflect the downward trend in the destination golf resort business
coupled with the effect of the September 2001 terrorist acts. Occupancy
percentage at the Innisbrook property for the quarter was down 17.9% or 5,769
room nights when compared to the 2001 occupied room night level of 32,245.
Revenue per room night for the period improved from $394.43 to
$443.15 or 12.4%.
These reductions in room nights offset by the increase in overall guest
spending produced a net decrease in gross revenue of approximately
$982,000.
Room nights during the period were down in both the social and group sectors.
Social nights were down 1,283 while group was down 4,486. While revenue
decreased by the above noted amount, operating expenses before depreciation and
amortization decreased approximately $675,000 from 2001. Operating income
after depreciation and amortization in 2002 was approximately $593,000 less
than 2001.

Interest expense for the period continues to reflect the Companys accrual of
its monthly debt service to Golf Trust of America (GTA). Interest for the
period was approximately $255,000 less than 2001 and is the result of the
contractual increase of $13,000 related to the GTA loan for the
$9,000,000 portion offset by
reductions in
interest expense primarily associated with the accounts receivable credit line
and the prior shareholders loan.

Capital expenditure reserves in the amount of approximately $580,000 were
set-aside during the period. Of this amount, $110,000 was utilized to fund
operating leases for golf carts, golf grounds equipment and other resort leased
operating assets. In addition, $159,000 has been expended for repairs and or
replacements of resort operating assets such as clubhouse and conference center
water heaters and air conditioners.

Year to date June 30, 2002

During the six months ended June 30, gross revenues declined approximately
$7,337,000 or 21.9% from the previous year. Room nights for the period were
down at the Innisbrook property by 14,824 or 21%. The property produced 55,642
room nights in 2002 as compared to 70,466 in 2001. This drop in nights is
primarily the result of reduced group nights. Both the social and group
sectors were down from 2001, 1,504 and 13,320 room nights, respectively. These
reductions continue to reflect the customers concern with not only the
September 2001 terrorist acts but also general concerns about the economy as a
whole. Room night spending levels were up 1.1% from the prior year,
$471.00 versus $476.03 for 2001. The combined reduction in room nights and
increase in average spending resulted in the reduction of gross revenues noted
above.

Operating expenses were further reduced to attempt to capture as much revenue
retention as was possible. Total operating expense before depreciation and
amortization was down approximately $4,262,000 from the 2001 amounts,
or 16.7%. Operating income, excluding the Tamarron property was
$3,295,000 or $2,872,000
less than 2001, due to the issues noted above.

Interest expense for the six-month period was $305,000 less than the 2001
period. This is a result of the contractual increase of 5% per year under the
GTA loan structure for the $9,000,000 portion, which accounted for a $26,000 increase which was offset by
reductions in interest expense associated with the prior shareholders loans,
accounts receivable line of credit and capital leases.

During the six month period of 2002, the Company set aside $1,159,000 in the
capital reserve account. These reserves are included in restricted cash on the
Balance Sheet and are designated for capital improvements. Through June 2002,
$219,000 has been expended for golf carts, golf course equipment and other
resort operating asset leases. An additional $178,000 has been spent to
build a new guard house, install new water

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GOLF HOST RESORTS, INC.

ITEM 2. Managements Discussion and Analysis of Financial Condition and Results of Operations  Continued

heaters in the clubhouse and conference facilities, replace faulty air
conditioners, upgrade computer systems and support numerous deferred projects.

Liquidity and Capital Resources

The Companys working capital position has decreased to a deficit of approximately
$92,849,000.
This is a $2,827,000 reduction in working capital from December 31, 2001 deficit
of $90,022,000.

The Company continues to experience seasonal fluctuations with net working
capital position. These fluctuations had been managed through the utilization
of an Accounts Receivable revolving credit line in the amount of $3,000,000
with Wells Fargo Business Credit, Inc. As described below, the Company has
defaulted on its mortgage obligation to Golf Trust of America (GTA). As a
result of that default, Wells Fargo Business Credit, Inc. elected to terminate
their credit line with Golf Host Resorts effective May 23, 2002. While the
Company had utilized this credit line to facilitate short-term cash needs in
past years, its utilization during 2002 had been limited. Management believes that the Company will have to restructure the
GTA loan for the economic viability of the Resort.

The Company was informed by GTA on
November 20, 2001 that the Company is in
default on the $78,975,000 participating mortgage with GTA arising from the
Companys failure to pay the October 2001 interest payment. In order to
preserve its legal position, GTA has asserted its right to accelerate payment
of the total outstanding principal and interest amounts and continues to negotiate a
settlement as described below.

As of March 2003, the Company is seeking to negotiate a Settlement Agreement
with GTA. In connection with the proposed Settlement Agreement, the Company
would transfer to GTA the resort property, three condominium properties located
at the Innisbrook Resort, the Companys GTA stock interests, and all rights,
title and interests of the Company under existing contracts and agreements. In
addition, the Company would provide a limited indemnity to defend and hold
harmless GTA (and its affiliates) from and against any and all costs,
liabilities, claims, losses, judgments or damages arising out of or in
connection with the Class Action Lawsuit, as well as liabilities accruing on or
before the closing date related to employee benefits and liabilities for
contracts or agreements not disclosed by the Company to GTA. In return, it is
anticipated that GTA would deliver to the Company a duly executed release. No
Settlement Agreement has yet been signed and no terms are definite. Neither
GTA nor any of its affiliates is under any obligation to continue negotiating
with the Company or to execute the Settlement Agreement and could initiate
foreclosure proceedings and pursue its other remedies at any time.

As noted in the Companys 10-K for December 31, 2001, management had determined
that due to declining demand in the hotel golf resort business and reduced
rental pool participation which led to declines in operating results,
impairment had occurred. At December 31, 2000, an impairment charge of
$7,441,000 was recorded.

As a result of the continued decline in destination golf resort business during
2001 and the events of September 11, 2001, the Company had determined that
further impairment had occurred and consequently recognized an additional
$3,000,000 impairment charge during the quarter ended September 30, 2001.

ITEM 3. Quantitative and Qualitative Disclosures About Market Risk

The Registrant does not have significant market risk with respect to foreign
currency exchanges or other market rates. The Registrants debt has a fixed
contractual interest rate through the year 2027 and, accordingly, fluctuations
in interest rates are not expected to affect financial results.

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GOLF HOST RESORTS, INC.

ITEM 4. Controls and Procedures

Within the 90 days prior to the date of this report, the Registrants
management, including the Chief Executive Officer, the Principal Financial
Officer and the Registrants agent (Westin North American Management Company),
carried out an evaluation of the effectiveness of the design and operation of
the disclosure controls and procedures pursuant to Exchange Act Rule 13a-14.
Based upon the evaluation, the Registrants Chief Executive officer and the
Principal Financial Officer concluded that the Registrants disclosure controls
and procedures are effective in timely alerting them to material information to
be included in the Registrants periodic SEC filings.

There have been no significant changes in the Registrants internal controls or
in other factors that could significantly affect internal controls subsequent
to the date the Chief Executive Officer and the Principal Financial Officer
carried out this evaluation.

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INNISBROOK RENTAL POOL LEASE OPERATION

The following unaudited financial statements of the Innisbrook Rental Pool Lease
Operation (the Rental Pool) are for the quarters and six months ended June 30,
2002 and 2001.

The operation of the Rental Pool is tied closely to that of Golf Host Resorts, Inc.
(the Company), and provide for distribution of a percentage of the Companys room
revenues, as defined in the Rental Pool Master Lease Agreements (MLA), to
participating condominium owners (Participants).

Effective January 1, 2002, the Company replaced the MLA, which expired on
December 31, 2001, with a new Master Lease Agreement (NMLA). The NMLA
provides for Adjusted Gross Revenues, as defined, to be divided 40% to the
Innisbrook participants and 60% to the Company. At December 31, 2001, 605
condominium units had elected to participate in the NMLA while 3 had elected to
participate or remain in the Guaranteed Distribution Master Lease Agreement
(GMLA).

The Innisbrook Rental Pool Operation is party to lease agreements with an affiliated
entity, whose ability to continue as a going concern is in substantial doubt.

The operation of the Rental Pool is more fully discussed in Form 10-K, for the
fiscal year ended December 31, 2001 (file No. 2-64309).

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INNISBROOK RENTAL POOL LEASE OPERATION




BALANCE SHEETS


DISTRIBUTION FUND

|                                                        |  |   |           |  |  |             |           |              |  |  |  | 
|------------------------------------------------------- |  | - | --------- |  |  | ----------- | --------- | ------------ |  |  |  | 
|                                                        |  |   |           |  |  | June 30,    |           | December 31,
|                                                        |  |   |           |  |  | 2002        |           | 2001        
|                                                        |  |   |           |  |  |             |           |             
|                                                        |  |   |           |  |  | (unaudited) |           |             
|ASSETS                                                 
|RECEIVABLE FROM GOLF HOST RESORTS, INC
FOR DISTRIBUTION |  | $ | 1,194,149 |  |  | $           | 948,703   |             
|INTEREST RECEIVABLE FROM MAINTENANCE
ESCROW FUND        |  |   | 21,862    |  |  |             | 17,408    |             
|                                                        |  |   |           |  |  |             |           |             
|                                                        |  | $ | 1,216,011 |  |  | $           | 966,111   |             
|                                                        |  |   |           |  |  |             |           |             
|LIABILITIES AND PARTICIPANTS FUND BALANCES            
|DUE TO PARTICIPANTS FOR DISTRIBUTION                    |  |   | 919,832   |  |  |             | 763,301   |             
|DUE TO MAINTENANCE ESCROW FUND                          |  |   | 296,179   |  |  |             | 202,810   |             
|                                                        |  |   |           |  |  |             |           |             
|                                                        |  | $ | 1,216,011 |  |  | $           | 966,111   |             
|                                                        |  |   |           |  |  |             |           |             
|MAINTENANCE ESCROW FUND                                
|ASSETS                                                 
|CASH AND CASH EQUIVALENTS                               |  | $ | 1,758,821 |  |  | $           | 1,242,415 |             
|SHORT-TERM INVESTMENTS                                  |  |   | 3,040,000 |  |  |             | 1,330,000 |             
|RECEIVABLE FROM DISTRIBUTION FUND                       |  |   | 296,179   |  |  |             | 202,810   |             
|CONSTRUCTION WORK IN PROGRESS                           |  |   | 84,458    |  |  |             |          |             
|CARPET CARE RECEIVABLE                                  |  |   | 22,015    |  |  |             | 13,692    |             
|INTEREST RECEIVABLE                                     |  |   | 15,660    |  |  |             | 13,925    |             
|                                                        |  |   |           |  |  |             |           |             
|                                                        |  | $ | 5,217,133 |  |  | $           | 2,802,842 |             
|                                                        |  |   |           |  |  |             |           |             
|LIABILITIES AND PARTICIPANTS FUND BALANCES            
|ACCOUNTS PAYABLE                                        |  | $ | 251,435   |  |  | $           | 58,976    |             
|INTEREST PAYABLE TO DISTRIBUTION FUND                   |  |   | 21,862    |  |  |             | 17,408    |             
|PARTICIPANTS FUND BALANCES                             |  |   | 4,943,836 |  |  |             | 2,726,458 |             
|                                                        |  |   |           |  |  |             |           |             
|                                                        |  | $ | 5,217,133 |  |  | $           | 2,802,842 |             
|                                                        |  |   |           |  |  |             |           |             

These statements were prepared from the books and records of the Rental Pool
without audit and, in the opinion of the Rental Pool Operator, include all
adjustments which are necessary for a fair presentation.

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##### Table of Contents



INNISBROOK RENTAL POOL LEASE OPERATION




STATEMENTS OF OPERATIONS


FOR THE QUARTERS AND SIX MONTHS ENDED JUNE 30, 2002 AND 2001
(unaudited)


DISTRIBUTION FUND

|                                                  |                                        |   |                 |          |              |   |            |          |      |   |            |          |   |   |            |          |  
|------------------------------------------------- | -------------------------------------- | - | --------------- | -------- | ------------ | - | ---------- | -------- | ---- | - | ---------- | -------- | - | - | ---------- | -------- | -
|                                                  |                                        |   | Current Quarter |          | Year-to-Date
|                                                  |                                        |   |                 |          |             
|                                                  |                                        |   | 2002            |          | 2001         |   | 2002       |          | 2001
|                                                  |                                        |   |                 |          |              |   |            |          |     
|GROSS REVENUES                                    |                                        | $ | 3,325,678       |          |              | $ | 3,958,629  |          |      | $ | 8,253,420  |          |   | $ | 11,226,479 |         
|                                                  |                                        |   |                 |          |              |   |            |          |      |   |            |          |   |   |            |         
|DEDUCTIONS:                                       |                                        |   |                 |          |              |   |            |          |      |   |            |          |   |   |            |         
|                                                  | Agents commissions                    |   |                 | 178,326  |              |   |            | 155,741  |      |   |            | 373,116  |   |   |            | 454,383  |  
|                                                  | Credit card fees                       |   |                 | 79,187   |              |   |            | 30,528   |      |   |            | 195,506  |   |   |            | 81,793   |  
|                                                  | Audit fees                             |   |                 | 3,813    |              |   |            | 3,625    |      |   |            | 8,375    |   |   |            | 7,250    |  
|                                                  | Uncollectible room rents               |   |                 | 8,239    |              |   |            |         |      |   |            | 24,371   |   |   |            |         |  
|                                                  | Linen replacements                     |   |                 | 66,107   |              |   |            |         |      |   |            | 109,028  |   |   |            |         |  
|                                                  | Rental pool complimentary fees         |   |                 | 1,025    |              |   |            |         |      |   |            | 1,820    |   |   |            |         |  
|                                                  |                                        |   |                 |          |              |   |            |          |      |   |            |          |   |   |            |         
|                                                  |                                        |   | 336,697         |          |              |   | 189,894    |          |      |   | 712,216    |          |   |   | 543,426    |         
|                                                  |                                        |   |                 |          |              |   |            |          |      |   |            |          |   |   |            |         
|ADJUSTED GROSS REVENUES                           |                                        |   | 2,988,981       |          |              |   | 3,768,735  |          |      |   | 7,541,204  |          |   |   | 10,683,053 |         
|MANAGEMENT FEE                                    |                                        |   | (1,791,923      | )        |              |   | (1,878,220 | )        |      |   | (4,520,854 | )        |   |   | (5,324,427 | )       
|                                                  |                                        |   |                 |          |              |   |            |          |      |   |            |          |   |   |            |         
|GROSS INCOME DISTRIBUTION                         |                                        |   | 1,197,058       |          |              |   | 1,890,515  |          |      |   | 3,020,350  |          |   |   | 5,358,626  |         
|ADJUSTMENTS TO GROSS INCOME DISTRIBUTION:         |                                        |   |                 |          |              |   |            |          |      |   |            |          |   |   |            |         
|                                                  | Management fee                         |   |                 | (876     | )            |   |            | (205,978 | )    |   |            | (2,288   | ) |   |            | (584,766 | )
|                                                  | Marketing fee                          |   |                 | (478     | )            |   |            | (112,352 | )    |   |            | (1,248   | ) |   |            | (318,964 | )
|                                                  | General pooled expenses                |   |                 | (12,355  | )            |   |            |         |      |   |            | (12,355  | ) |   |            |         |  
|                                                  | Miscellaneous pooled expense           |   |                 | (77      | )            |   |            | (18,670  | )    |   |            | (169     | ) |   |            | (40,800  | )
|                                                  | Corporate complimentary occupancy fees |   |                 | 4,899    |              |   |            | 10,450   |      |   |            | 8,717    |   |   |            | 21,246   |  
|                                                  | Interest (Paragraph 3.1(3))            |   |                 | 75,699   |              |   |            |         |      |   |            | 72,516   |   |   |            |         |  
|                                                  | Westin Associate room fees             |   |                 | 16,709   |              |   |            | 27,881   |      |   |            | 39,445   |   |   |            | 51,940   |  
|                                                  | Occupancy fees                         |   |                 | (329,087 | )            |   |            | (415,730 | )    |   |            | (690,951 | ) |   |            | (900,093 | )
|                                                  | Advisory Committee expenses            |   |                 | (48,314  | )            |   |            | (51,623  | )    |   |            | (103,765 | ) |   |            | (88,249  | )
|                                                  |                                        |   |                 |          |              |   |            |          |      |   |            |          |   |   |            |         
|NET INCOME DISTRIBUTION                           |                                        |   | 903,178         |          |              |   | 1,124,493  |          |      |   | 2,330,252  |          |   |   | 3,498,940  |         
|ADJUSTMENTS TO NET INCOME DISTRIBUTION:           |                                        |   |                 |          |              |   |            |          |      |   |            |          |   |   |            |         
|                                                  | Occupancy fees                         |   |                 | 329,087  |              |   |            | 415,730  |      |   |            | 690,951  |   |   |            | 900,093  |  
|                                                  | Hospitality suite fees                 |   |                 | 1,157    |              |   |            |         |      |   |            | 3,019    |   |   |            |         |  
|                                                  | Greens fees                            |   |                 |         |              |   |            | 1,977    |      |   |            |         |   |   |            | 5,851    |  
|                                                  | Additional participation credit        |   |                 |         |              |   |            | 690      |      |   |            |         |   |   |            | 1,410    |  
|                                                  |                                        |   |                 |          |              |   |            |          |      |   |            |          |   |   |            |         
|AMOUNT AVAILABLE FOR DISTRIBUTION
TO PARTICIPANTS |                                        | $ | 1,233,422       |          |              | $ | 1,542,890  |          |      | $ | 3,024,222  |          |   | $ | 4,406,294  |         
|                                                  |                                        |   |                 |          |              |   |            |          |      |   |            |          |   |   |            |         
|Average daily distribution                        |                                        | $ | 21.76           |          |              | $ | 25.64      |          |      | $ | 28.38      |          |   | $ | 37.43      |         
|Average room rate                                 |                                        | $ | 125.61          |          |              | $ | 122.77     |          |      | $ | 148.33     |          |   | $ | 159.32     |         
|Occupied room nights                              |                                        |   | 26,476          |          |              |   | 32,245     |          |      |   | 55,642     |          |   |   | 70,466     |         
|Available room nights                             |                                        |   | 53,068          |          |              |   | 60,171     |          |      |   | 103,775    |          |   |   | 117,720    |         
|Occupancy percentage                              |                                        |   | 49.9            | %        |              |   | 53.6       | %        |      |   | 53.6       | %        |   |   | 59.9       | %       
|Average number of available units                 |                                        |   | 583             |          |              |   | 661        |          |      |   | 573        |          |   |   | 650        |         

These statements were prepared from the books and records of the Rental Pool without audit and, in the
opinion of the Rental Pool Operator, include all adjustments which are necessary for a fair presentation.

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##### Table of Contents



INNISBROOK RENTAL POOL LEASE OPERATION




STATEMENTS OF CHANGES IN PARTICIPANTS FUND BALANCES


FOR THE QUARTERS AND SIX MONTHS
ENDED JUNE 30, 2002 AND 2001
(unaudited)


DISTRIBUTION FUND

|                             |                                                                      |   |           |                 |   |              |           |            |   |      |           |            |   |   |           |            |   | 
|---------------------------- | -------------------------------------------------------------------- | - | --------- | --------------- | - | ------------ | --------- | ---------- | - | ---- | --------- | ---------- | - | - | --------- | ---------- | - | 
|                             |                                                                      |   |           | Current Quarter |   | Year-to-date
|                             |                                                                      |   |           |                 |   |             
|                             |                                                                      |   |           | 2002            |   | 2001         |           | 2002       |   | 2001
|                             |                                                                      |   |           |                 |   |              |           |            |   |     
|BALANCE, beginning of period |                                                                      | $ |          |                 |   | $            |          |            |   | $    |          |            |   | $ |          |           
|ADDITIONS:                   |                                                                      |   |           |                 |   |              |           |            |   |      |           |            |   |   |           |           
|                             | Amount available for distribution                                    |   |           | 1,233,422       |   |              |           | 1,542,890  |   |      |           | 3,024,222  |   |   |           | 4,406,294  |  
|                             | Interest received or receivable from
Maintenance Escrow Fund         |   |           | 21,862          |   |              |           | 25,144     |   |      |           | 37,718     |   |   |           | 49,316     |  
|REDUCTIONS:                  |                                                                      |   |           |                 |   |              |           |            |   |      |           |            |   |   |           |           
|                             | Amounts withheld for Maintenance Escrow Fund                         |   |           | (296,179        | ) |              |           | (370,824   | ) |      |           | (621,856   | ) |   |           | (802,898   | )
|                             | Amounts accrued or paid to participants                              |   |           | (959,105        | ) |              |           | (1,197,210 | ) |      |           | (2,440,084 | ) |   |           | (3,652,712 | )
|                             |                                                                      |   |           |                 |   |              |           |            |   |      |           |            |   |   |           |           
|BALANCE, end of period       |                                                                      | $ |          |                 |   | $            |          |            |   | $    |          |            |   | $ |          |           
|                             |                                                                      |   |           |                 |   |              |           |            |   |      |           |            |   |   |           |           
|MAINTENANCE ESCROW FUND     
|BALANCE, beginning of period |                                                                      | $ | 5,338,829 |                 |   | $            | 2,738,506 |            |   | $    | 2,726,458 |            |   | $ | 1,929,901 |           
|ADDITIONS:                   |                                                                      |   |           |                 |   |              |           |            |   |      |           |            |   |   |           |           
|                             | Amounts withheld from occupancy fees                                 |   |           | 296,179         |   |              |           | 370,824    |   |      |           | 621,856    |   |   |           | 802,898    |  
|                             | Interest earned                                                      |   |           | 21,862          |   |              |           | 25,144     |   |      |           | 37,718     |   |   |           | 49,316     |  
|                             | Other cost reimbursement Phase I                                     |   |           |                |   |              |           |           |   |      |           |           |   |   |           | 397,412    |  
|                             | Charges to participants to establish
or restore escrow balances      |   |           | 314,934         |   |              |           | 23,449     |   |      |           | 4,491,168  |   |   |           | 245,617    |  
|REDUCTIONS:                  |                                                                      |   |           |                 |   |              |           |            |   |      |           |            |   |   |           |           
|                             | Maintenance charges                                                  |   |           | (115,573        | ) |              |           | (109,868   | ) |      |           | (288,311   | ) |   |           | (270,892   | )
|                             | Carpet care reserve deposit                                          |   |           | (16,455         | ) |              |           | (20,787    | ) |      |           | (30,930    | ) |   |           | (45,006    | )
|                             | Refurbishment Phase II                                               |   |           | (818,942        | ) |              |           |           |   |      |           | (1,971,409 | ) |   |           |           |  
|                             | Interest accrued or paid to Distribution Fund                        |   |           | (21,862         | ) |              |           | (25,144    | ) |      |           | (37,718    | ) |   |           | (49,316    | )
|                             | Refunds to participants as prescribed by
the master lease agreements |   |           | (55,136         | ) |              |           | (449,406   | ) |      |           | (604,996   | ) |   |           | (507,212   | )
|                             |                                                                      |   |           |                 |   |              |           |            |   |      |           |            |   |   |           |           
|BALANCE, end of period       |                                                                      | $ | 4,943,836 |                 |   | $            | 2,552,718 |            |   | $    | 4,943,836 |            |   | $ | 2,552,718 |           
|                             |                                                                      |   |           |                 |   |              |           |            |   |      |           |            |   |   |           |           

These statements were prepared from the books and records of the Rental Pool without audit and, in the
opinion of the Rental Pool Operator, include all adjustments which are necessary for a fair presentation.

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Innisbrook Rental Pool Lease
Operation

Note to Financial Statements

---

Rental Pool Agreements

Effective January 1, 2002, the Company
replaced the MLA, which expired on December 31, 2001, with a new
Master Lease Agreement (NMLA). The NMLA provides for
Adjusted Gross Revenues, as defined, to be divided 40% to the
Innisbrook Rental Pool Participants and 60% to the Company. In
addition, the Company has agreed, as part of the NMLA, to reimburse
rental pool participants in the NMLA for up to 50% of the actual unit
refurbishment costs, plus interest at 5% of the 50% of the refurbishment
costs, beginning in 2002, so long as the minimum participation threshold
as defined, is maintained.

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TAMARRON RENTAL POOL LEASE OPERATION

The following unaudited financial statements of the Tamarron Rental Pool Lease
Operation (the Rental Pool) are for the quarter and six months ended June 30, 2001.

The operation of the Rental Pool was tied closely to that of Golf Host Resorts, Inc.
(the Company), and provided for distribution of a percentage of the Companys room
revenues, as defined in the Rental Pool Master Lease Agreement, to participating
condominium owners (Participants).

On November 19, 2001, Golf Host II, Inc., owners of Tamarron, sold the Tamarron
Resort for $9,500,000.

The operation of the Rental Pool is more fully discussed in Form 10-K, for the
fiscal year ended December 31, 2001 (file No. 2-64309).

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TAMARRON RENTAL POOL LEASE OPERATION




BALANCE SHEETS


DISTRIBUTION FUND

|                                                        |                        |   |         |        |  |             |  | 
|------------------------------------------------------- | ---------------------- | - | ------- | ------ |  | ----------- |  | 
|                                                        |                        |   |         |        |  | June 30,   
|                                                        |                        |   |         |        |  | 2001       
|                                                        |                        |   |         |        |  |            
|                                                        |                        |   |         |        |  | (unaudited)
|ASSETS                                                 
|CASH                                                    |                        | $ | 1,000   |       
|RECEIVABLE FROM GOLF HOST RESORTS, INC
FOR DISTRIBUTION |                        |   | 193,431 |       
|INTEREST RECEIVABLE FROM MAINTENANCE
ESCROW FUND        |                        |   | 922     |       
|                                                        |                        |   |         |       
|                                                        |                        | $ | 195,353 |       
|                                                        |                        |   |         |       
|LIABILITIES AND PARTICIPANTS FUND BALANCES            
|DUE TO PARTICIPANTS FOR DISTRIBUTION                    |                        | $ | 137,122 |       
|DUE TO MAINTENANCE ESCROW FUND                          |                        |   | 58,231  |       
|                                                        |                        |   |         |       
|                                                        |                        | $ | 195,353 |       
|                                                        |                        |   |         |       
|MAINTENANCE ESCROW FUND                                
|ASSETS                                                 
|CASH AND CASH EQUIVALENTS                               |                        | $ | 97,330  |       
|DUE FROM DISTRIBUTION FUND                              |                        |   | 58,231  |       
|INVENTORY:                                              |                        |   |         |       
|                                                        | Linen                  |   |         | 40,131 | 
|                                                        | Materials and supplies |   |         | 13,715 | 
|DEPOSITS                                                |                        |   | 4,729   |       
|                                                        |                        |   |         |       
|                                                        |                        | $ | 214,136 |       
|                                                        |                        |   |         |       
|LIABILITIES AND PARTICIPANTS FUND BALANCES            
|ACCOUNTS PAYABLE                                        |                        | $ | 2,954   |       
|INTEREST PAYABLE TO DISTRIBUTION FUND                   |                        |   | 922     |       
|PARTICIPANTS FUND BALANCES                             |                        |   | 210,260 |       
|                                                        |                        |   |         |       
|                                                        |                        | $ | 214,136 |       
|                                                        |                        |   |         |       

These statements were prepared from the books and records of the Rental Pool
without audit and, in the opinion of the Rental Pool Operator, include all
adjustments which are necessary for a fair presentation.

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##### Table of Contents



TAMARRON RENTAL POOL LEASE OPERATION




STATEMENTS OF OPERATIONS


FOR THE QUARTER AND SIX MONTHS ENDED JUNE 30, 2001
(unaudited)


DISTRIBUTION FUND

|                                          |                                        |                |          |         |        |              |           |          |         | 
|----------------------------------------- | -------------------------------------- | -------------- | -------- | ------- | ------ | ------------ | --------- | -------- | ------- | 
|                                          |                                        |                |          | Current |        |              |           |         
|                                          |                                        |                |          | Quarter |        | Year-to-date
|                                          |                                        |                |          |         |        |             
|GROSS REVENUES                            |                                        | $              | 517,459  |         |        | $            | 1,125,285 |         
|                                          |                                        |                |          |         |        |              |           |         
|DEDUCTIONS:                               |                                        |                |          |         |        |              |           |         
|                                          | Agents commissions                    |                |          | 19,722  |        |              |           | 46,806   |        
|                                          | Sales and marketing expenses           |                |          | 38,809  |        |              |           | 84,396   |        
|                                          | Audit fees                             |                |          | 3,255   |        |              |           | 6,510    |        
|                                          |                                        |                |          |         |        |              |           |         
|                                          |                                        |                | 61,786   |         |        |              | 137,712   |         
|                                          |                                        |                |          |         |        |              |           |         
|ADJUSTED GROSS REVENUES                   |                                        |                | 455,673  |         |        |              | 987,573   |         
|MANAGEMENT FEE                            |                                        |                | (257,836 | )       |        |              | (523,786  | )       
|                                          |                                        |                |          |         |        |              |           |         
|GROSS INCOME DISTRIBUTION                 |                                        |                | 197,837  |         |        |              | 463,787   |         
|ADJUSTMENTS TO GROSS INCOME DISTRIBUTION: |                                        |                |          |         |        |              |           |         
|                                          | Corporate complimentary occupancy fees |                |          | 875     |        |              |           | 1,644    |        
|                                          | Occupancy fees                         |                |          | (73,083 | )      |              |           | (171,115 | )      
|                                          | Designated items                       |                |          | (20,689 | )      |              |           | (31,734  | )      
|                                          | Advisory Committee expenses            |                |          | (5,281  | )      |              |           | (7,455   | )      
|                                          |                                        |                |          |         |        |              |           |         
|POOLED INCOME                             |                                        |                | 99,659   |         |        |              | 255,127   |         
|ADJUSTMENTS TO POOLED INCOME:             |                                        |                |          |         |        |              |           |         
|                                          |                                        | Occupancy fees |          |         | 73,083 |              |           |          | 171,115 | 
|                                          |                                        |                |          |         |        |              |           |         
|NET INCOME DISTRIBUTION                   |                                        | $              | 172,742  |         |        | $            | 426,242   |         
|                                          |                                        |                |          |         |        |              |           |         
|                                          | Average daily distribution             |                | $        | 7.89    |        |              | $         | 9.95     |        
|                                          | Average room rate                      |                | $        | 94.65   |        |              | $         | 87.87    |        
|                                          | Room nights                            |                |          | 5,467   |        |              |           | 12,805   |        
|                                          | Available room nights                  |                |          | 21,900  |        |              |           | 42,756   |        
|                                          | Occupancy percentage                   |                |          | 24.9    | %      |              |           | 29.8     | %      
|                                          | Average number of available units      |                |          | 240     |        |              |           | 236      |        

These statements were prepared from the books and records of the Rental Pool without
audit and, in the opinion of the Rental Pool Operator, include all adjustments which are
necessary for a fair presentation.

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##### Table of Contents



TAMARRON RENTAL POOL LEASE OPERATION




STATEMENTS OF CHANGES IN PARTICIPANTS FUND BALANCES


FOR THE QUARTER AND SIX MONTHS ENDED JUNE 30, 2001
(unaudited)


DISTRIBUTION FUND

|                             |                                                                 |   |         |          |   |              |         |          |   | 
|---------------------------- | --------------------------------------------------------------- | - | ------- | -------- | - | ------------ | ------- | -------- | - | 
|                             |                                                                 |   |         | Current  |   |              |         |         
|                             |                                                                 |   |         | quarter  |   | Year to date
|                             |                                                                 |   |         |          |   |             
|BALANCE, beginning of period |                                                                 | $ |        |          |   | $            |        |         
|ADDITIONS:                   |                                                                 |   |         |          |   |              |         |         
|                             | Amounts available for distribution                              |   |         | 172,742  |   |              |         | 425,677  |  
|                             | Interest received or receivable from
Maintenance Escrow Fund    |   |         | 922      |   |              |         | 2,045    |  
|REDUCTIONS:                  |                                                                 |   |         |          |   |              |         |         
|                             | Amounts withheld for Maintenance Escrow Fund                    |   |         | (36,542  | ) |              |         | (85,558  | )
|                             | Amounts accrued or paid to participants                         |   |         | (137,122 | ) |              |         | (342,164 | )
|                             |                                                                 |   |         |          |   |              |         |         
|BALANCE, end of period       |                                                                 | $ |        |          |   | $            |        |         
|                             |                                                                 |   |         |          |   |              |         |         
|MAINTENANCE ESCROW FUND     
|BALANCE, beginning of period |                                                                 | $ | 215,971 |          |   | $            | 174,714 |         
|ADDITIONS:                   |                                                                 |   |         |          |   |              |         |         
|                             | Amounts withheld from occupancy fees                            |   |         | 36,542   |   |              |         | 85,558   |  
|                             | Interest earned                                                 |   |         | 922      |   |              |         | 2,045    |  
|                             | Reimbursement of designated items                               |   |         | 20,689   |   |              |         | 31,734   |  
|                             | Charges to participants to establish
or restore escrow balances |   |         | 13,837   |   |              |         | 41,609   |  
|REDUCTIONS:                  |                                                                 |   |         |          |   |              |         |         
|                             | Maintenance and inventory charges                               |   |         | (53,503  | ) |              |         | (86,508  | )
|                             | Refurbishing charges                                            |   |         |         |   |              |         |         |  
|                             | Interest accrued or paid to
Distribution Fund                   |   |         | (922     | ) |              |         | (2,045   | )
|                             | Designated items                                                |   |         | (20,689  | ) |              |         | (31,734  | )
|                             | Refunds to participants as prescribed
by Master Lease Agreement |   |         | (2,587   | ) |              |         | (5,113   | )
|                             |                                                                 |   |         |          |   |              |         |         
|BALANCE, end of period       |                                                                 | $ | 210,260 |          |   | $            | 210,260 |         
|                             |                                                                 |   |         |          |   |              |         |         

These statements were prepared from the books and records of the Rental Pool
without audit and, in the opinion of the Renal Pool Operator, include all
adjustments which are necessary for a fair presentation.

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##### Table of Contents






PART II  OTHER INFORMATION

|        |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|------- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Item 1. |  | Legal Proceedings                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|        |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|        |  | Golf Hosts, Inc., the Companys parent, has been named as a defendant in a consolidated class action lawsuit
whereby the plaintiffs allege breaches of contract, including breaches in connection with the Rental Pool Master
Lease Agreement. The plaintiffs are seeking unspecified damages and
declaratory judgment stating that the plaintiffs are entitled to participate in the rental pool if one
exists, restrictions of the total number of club members and a limitation of golf course access to
persons who are either condominium owners, members, their accompanied guest, or guests of the resort.
Deposition of class members and others, including depositions of
prior executives of Golf Host Resorts, Inc. have
been taken and additional discovery remains. The previously scheduled trial date of February 3, 2002 has been
postponed by the Court; a new trial date has not yet been set. As
this litigation is still in progress, the Company is not
yet able to determine whether the resolution of this matter will have a material adverse effect on the Companys
financial condition or results of operations although the Company believes Golf Hosts, Inc. has successful
defenses based upon consultations with legal counsel and intends to vigorously defend this action.
|        |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Item 2. |  | Changes in Securities and Use of Proceeds                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|        |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|        |  | Not applicable.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|        |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Item 3. |  | Defaults Upon Senior Securities                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|        |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|        |  | Not applicable.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|        |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Item 4. |  | Submission of Matters to a Vote of Security Holders                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|        |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|        |  | Not applicable.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|        |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Item 5. |  | Other Information                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|        |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|        |  | Pursuant to an agreement with the SEC staff, included in the 10-Q filing are unaudited financial statements
of the Innisbrook Rental Pool Lease Operation for the quarters and six months ended June 30, 2002 and 2001
and of the Tamarron Rental Pool Lease Operation for the quarter and six months ended June 30, 2001.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|        |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Item 6. |  | Exhibits and Reports on Form 8-K                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|        |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|        |  | (a) The following exhibits are included in this Form 10-Q:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|        |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|        |  | 99.1 Chief Executive Officer Certification pursuant to
Section 302 of Sarbanes-Oxley Act of 2002.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|        |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|        |  | 99.2 Principal Financial Officer Certification pursuant to
Section 302 of Sarbanes-Oxley Act of 2002.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|        |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|        |  | 99.3 Chief Executive Officer Certification pursuant to
Section 906 of Sarbanes-Oxley Act of 2002.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|        |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|        |  | 99.4 Principal Financial Officer Certification pursuant to
Section 906 of Sarbanes-Oxley Act of 2002.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|        |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|        |  | (b) The Registrant did not file Form 8-K during the three months ended June 30, 2002.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      

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##### Table of Contents






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.

GOLF HOST RESORTS, INC.

|      |  |                |  |     |  |                                                                                          
|----- |  | -------------- |  | --- |  | -----------------------------------------------------------------------------------------
|Date: |  | March 28, 2003 |  | By: |  | /s/ Merrick KleemanMerrick Kleeman
President(Chief Executive Officer)                    
|     
|Date: |  | March 28, 2003 |  | By: |  | /s/ R. Keith WiltR. Keith Wilt
Vice President and Treasurer
(Principal Financial Officer)

Page 23