--------------------------------------------------------------------------------


                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 10-Q

(Mark One)
  X    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
-----                         EXCHANGE ACT OF 1934
                For the Quarterly Period Ended September 30, 2001

                                       OR


       TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
-----                         EXCHANGE ACT OF 1934
       For the Transition Period from ________________ to ________________


                         Commission file number 0-26922

                         COAST HOTELS AND CASINOS, INC.
             (Exact name of registrant as specified in its charter)
                  Nevada                             88-0345706
      (State or other jurisdiction of             (I.R.S. employer
       incorporation or organization)          identification number)

               4500 West Tropicana Avenue, Las Vegas, Nevada 89103
               (Address of principal executive offices)  (Zip code)

                                 (702) 365-7000
              (Registrant's telephone number, including area code)

                                      None
  (Former name, former address and former fiscal year, if changed since last
                                   report.)

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

                      APPLICABLE ONLY TO CORPORATE ISSUERS:
    Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.

    Shares of Common Stock outstanding as of November 14, 2001:  1,000

--------------------------------------------------------------------------------

<PAGE>

Part I - FINANCIAL INFORMATION

Item 1.  Financial Statements.


                         COAST HOTELS AND CASINOS, INC.
               (A Wholly Owned Subsidiary of Coast Resorts, Inc.)
                            CONDENSED BALANCE SHEETS
                    (amounts in thousands, except share data)


                                                    September 30,
                                                       2001        December 31,
                                                    (unaudited)       2000

                                                    -------------  -------------
                      ASSETS

CURRENT ASSETS:
   Cash and cash equivalents......................  $   54,748     $   43,560
   Accounts receivable, net.......................       5,253          5,658
   Due from Coast Resorts.........................       5,023          9,464
   Other current assets...........................      21,313         18,619
                                                   --------------  -------------
   TOTAL CURRENT ASSETS...........................      86,337         77,301
PROPERTY AND EQUIPMENT, net.......................     522,688        485,925
OTHER ASSETS......................................       8,585          7,772
                                                   --------------  -------------
                                                    $  617,610     $  570,998
                                                   ==============  =============
                  LIABILITIES AND
               STOCKHOLDER'S EQUITY

CURRENT LIABILITIES:
   Accounts payable...............................  $   12,638     $   16,308
   Accrued liabilities............................      46,761         38,201
   Construction accounts payable..................      15,301          4,868
   Current portion of long-term debt..............       2,123          2,430
                                                   --------------  -------------
   TOTAL CURRENT LIABILITIES......................      76,823         61,807
LONG-TERM DEBT, less current portion..............     349,376        353,337
DEFERRED INCOME TAXES.............................      17,901         11,417
DEFERRED RENT.....................................      22,983         20,330
                                                   --------------  -------------
   TOTAL LIABILITIES..............................     467,083        446,891
                                                   --------------  -------------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDER'S EQUITY:
   Common stock, $1.00 par value, 25,000 shares
     authorized, 1,000 shares issued and
     outstanding.................................            1              1
   Additional paid-in capital.....................      86,903         86,903
   Retained earnings..............................      63,623         37,203
                                                   --------------  -------------
   TOTAL STOCKHOLDER'S EQUITY.....................     150,527        124,107
                                                   --------------  -------------
                                                    $  617,610     $  570,998
                                                   ==============  =============

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


                                       1
<PAGE>

                         COAST HOTELS AND CASINOS, INC.
               (A Wholly Owned Subsidiary of Coast Resorts, Inc.)
                       CONDENSED STATEMENTS OF OPERATIONS
     For the Three Months and Nine Months Ended September 30, 2001 and 2000
                             (amounts in thousands)
                                   (unaudited)


                                    Three Months Ended      Nine Months Ended
                                       September 30,          September 30,
                                   --------------------   --------------------
                                      2001       2000        2001       2000
                                   ---------  ---------   ---------  ---------
OPERATING REVENUES:
   Casino..........................$  96,396  $  69,852   $ 285,080  $ 207,838
   Food and beverage...............   26,276     20,258      79,411     59,065
   Hotel...........................    9,304      8,054      28,782     24,561
   Other...........................    9,007      7,520      26,941     21,646
                                   ---------  ---------   ---------  ---------
     GROSS OPERATING REVENUES......  140,983    105,684     420,214    313,110
   Less:  promotional allowances...  (12,817)    (9,240)    (37,805)   (27,333)
                                   ---------  ---------   ---------  ---------
     NET OPERATING REVENUES........  128,166     96,444     382,409    285,777
                                   ---------  ---------   ---------  ---------

OPERATING EXPENSES:
   Casino..........................   43,702     32,732     129,626     95,314
   Food and beverage...............   19,183     15,076      57,801     42,386
   Hotel...........................    3,910      3,569      11,565      9,932
   Other...........................    6,788      6,064      20,281     17,569
   General and administrative......   24,584     17,750      71,481     49,972
   Pre-opening expenses ...........       --      4,656          --      5,798
   Deferred rent...................      884        600       2,653      1,639
   Depreciation and amortization...    9,028      5,637      26,345     17,151
                                   ---------  ---------   ---------  ---------
     TOTAL OPERATING EXPENSES......  108,079     86,084     319,752    239,761
                                   ---------  ---------   ---------  ---------

OPERATING INCOME...................   20,087     10,360      62,657     46,016
                                   ---------  ---------   ---------  ---------

OTHER INCOME (EXPENSES)
   Interest expense, net...........   (7,325)    (7,654)    (23,007)   (19,065)
   Interest capitalized ...........      715      2,139         914      4,973
   Loss on disposal of assets .....     (159)       (14)       (281)        (5)
                                   ---------  ---------   ---------  ---------
TOTAL OTHER INCOME (EXPENSES)......   (6,769)    (5,529)    (22,374)   (14,097)
                                   ---------  ---------   ---------  ---------
INCOME BEFORE INCOME TAXES.........   13,318      4,831      40,283     31,919
Income tax provision ..............    4,583      1,701      13,863     11,127
                                   ---------  ---------   ---------  ---------
NET INCOME.........................$   8,735  $   3,130   $  26,420  $  20,792
                                   =========  =========   =========  =========


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


                                       2
<PAGE>

                         COAST HOTELS AND CASINOS, INC.
               (A Wholly Owned Subsidiary of Coast Resorts, Inc.)
                       CONDENSED STATEMENTS OF CASH FLOWS
              For the Nine Months Ended September 30, 2001 and 2000
                             (amounts in thousands)
                                   (unaudited)

<TABLE>
<CAPTION>

                                                                 Nine Months Ended
                                                                    September 30,
                                                               ---------------------
                                                                  2001        2000
                                                               ----------  ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                             <C>        <C>
   Net income.................................................. $  26,420  $  20,792
                                                               ----------  ---------
   ADJUSTMENTS TO RECONCILE NET INCOME TO
      NET CASH PROVIDED BY OPERATING ACTIVITIES:
     Depreciation and amortization.............................    26,345     17,151
     Amortization of debt offering costs.......................       916        790
     Loss on disposal of assets................................       281         --
     Deferred income taxes.....................................     6,241        (32)
     Deferred rent.............................................     2,653      2,699
     Other non-cash expenses...................................        --        143
     Changes in assets and liabilities:
      Net increase in accounts receivable and other assets.....    (2,908)    (6,283)
      Net increase in accounts payable and accrued liabilities.     4,890      8,473
                                                               ----------  ---------
   TOTAL ADJUSTMENTS...........................................    38,418     22,941
                                                               ----------  ---------
   NET CASH PROVIDED BY OPERATING ACTIVITIES...................    64,838     43,733
                                                               ----------  ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures, net of amounts in construction
     accounts payable..........................................   (62,744)  (126,585)
   Proceeds from disposal of assets............................     9,850        101
                                                               ----------  ---------
   NET CASH USED IN INVESTING ACTIVITIES.......................   (52,894)  (126,484)
                                                               ----------  ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from issuance of long-term debt, net of
     issuance costs............................................    49,071         --
   Principal payments on long-term debt........................    (2,268)      (431)
   Proceeds from borrowings under bank line of credit..........    16,000    108,600
   Repayments of borrowings under bank line of credit..........   (68,000)    (3,100)
   Decrease (increase) in due from Coast Resorts...............     4,441       (720)
                                                               ----------  ---------
   NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES.........      (756)   104,349
                                                               ----------  ---------
NET INCREASE IN CASH AND CASH EQUIVALENTS......................    11,188     21,598
CASH AND CASH EQUIVALENTS, at beginning of period..............    43,560     38,616
                                                               ----------  ---------
CASH AND CASH EQUIVALENTS, at end of period.................... $  54,748  $  60,214
                                                               ==========  =========
</TABLE>

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


                                       3
<PAGE>

                         COAST HOTELS AND CASINOS, INC.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS

NOTE 1 - BACKGROUND INFORMATION AND BASIS OF PRESENTATION

Background Information

     Coast Hotels and Casinos, Inc. ("Coast Hotels") is a Nevada corporation and
a wholly owned subsidiary of Coast Resorts, Inc. ("Coast Resorts"). Coast Hotels
owns and operates four Las Vegas hotel-casinos:

o    The Suncoast Hotel and Casino,  which opened in September  2000, is located
     near Summerlin in the west end of the Las Vegas valley,  approximately nine
     miles from the Las Vegas Strip.

o    The Orleans  Hotel and Casino,  which opened in December  1996,  is located
     approximately  one  and  one-half  miles  west of the Las  Vegas  Strip  on
     Tropicana Avenue.

o    The Gold Coast Hotel and Casino,  which opened in December 1986, is located
     approximately one mile west of the Las Vegas Strip on Flamingo Road.

o    The Barbary Coast Hotel and Casino,  which opened in March 1979, is located
     on the Las Vegas Strip.


Basis of Presentation

     The accompanying  financial statements are unaudited and have been prepared
in  accordance  with  generally  accepted  accounting   principles  for  interim
financial information and with Article 10 of Regulation S-X.  Accordingly,  they
do not include  all of the  information  and  footnotes  required  by  generally
accepted accounting principles for complete financial  statements.  In addition,
certain  amounts in the 2000  financial  statements  have been  reclassified  to
conform to the 2001 presentation.  The unaudited financial  statements should be
read in conjunction with the audited financial statements and footnotes included
in our annual  report on Form 10-K for the year ended  December 31, 2000. In the
opinion of management,  all adjustments and normal recurring accruals considered
necessary  for a fair  presentation  of the results for the interim  period have
been  included.  The  interim  results  reflected  in  the  unaudited  financial
statements are not necessarily indicative of expected results for the full year.

     Effective  January 1, 2001, the Company adopted  Emerging Issues Task Force
Issues 00-14 and 00-22 (the  "Issues").  The Issues  require that cash discounts
and  certain  other cash  incentives  related to gaming  play be  recorded  as a
reduction to gross casino  revenues.  The Issues also require that prior periods
be restated to conform to this  presentation.  The Company  previously  recorded
such  incentives  as an  operating  expense and has  reclassified  prior  period
amounts. There is no effect on previously reported net income.


                                       4
<PAGE>

                         COAST HOTELS AND CASINOS, INC.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS

NOTE 1 - BACKGROUND INFORMATION AND BASIS OF PRESENTATION (continued)

Basis of Presentation (continued)

     In July 2001, the Financial Accounting Standards Board issued Statement No.
141,  "Business  Combinations"  and  Statement  No.  142,  "Goodwill  and  Other
Intangible  Assets".   SFAS  141  is  effective  as  follows:  (a)  use  of  the
pooling-of-interests  method is prohibited for business  combinations  initiated
after  June 30,  2001;  and (b) the  provisions  of SFAS  141 also  apply to all
business  combinations  accounted for by the purchase  method that are completed
after June 30, 2001. There are also transition provisions that apply to business
combinations  completed  before  July 1,  2001 that  were  accounted  for by the
purchase method. SFAS 142 is effective for fiscal years beginning after December
15, 2001 and applies to all goodwill and other intangible  assets  recognized in
an entity's  statement of financial  position at that date,  regardless  of when
those assets were initially recognized.

     In August 2001, the Financial  Accounting  Standards Board issued Statement
No.  143,  "Accounting  for  Obligations   Associated  with  the  Retirement  of
Long-Lived  Assets".  The  objectives  of SFAS 143 are to  establish  accounting
standards for the recognition and measurement of an asset retirement  obligation
and its associated asset retirement cost. SFAS 143 is effective for fiscal years
beginning after June 15, 2002.

     In October 2001, the Financial  Accounting Standards Board issued Statement
No. 144, "Accounting for the Impairment or Disposal of Long-Lived Assets".  SFAS
144 addresses financial  accounting and reporting for the impairment or disposal
of long-lived  assets.  SFAS 144 is effective for fiscal years  beginning  after
December 15, 2001 and, generally, is to be applied prospectively.

     The Company is currently  evaluating  the provisions of SFAS 141, SFAS 142,
SFAS 143 and SFAS 144 and has not yet determined the effects of these changes on
the Company's financial position or results of operations.


                                       5
<PAGE>

                         COAST HOTELS AND CASINOS, INC.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS

NOTE 2 - LONG-TERM DEBT

     Long-term  debt  consists of the  following  as of  September  30, 2001 and
December 31, 2000:

                                                      September 30,
                                                          2001      December 31,
                                                      (unaudited)      2000
                                                      -----------   -----------
Related parties:                                            (in thousands)
7.5% notes, payable in monthly installments of
  interest only, with all principal and any
  unpaid interest due December 31, 2001.
  The notes are uncollateralized...................    $   1,975     $   1,975

Non-related parties:
9.5% senior subordinated notes due April 2009,
  with interest payable semiannually on April 1
  and October 1....................................      225,000       175,000

Reducing revolving credit facility due April 2004,
  collateralized by substantially all
  of the assets of Coast Hotels and Casinos, Inc...      124,000       176,000

8.6% note due August 11, 2007, payable in monthly
  installments of $26,667 principal plus interest
  on remaining principal balance, collateralized
  by 1980 Hawker aircraft..........................           --         2,133

Other notes payable................................          524           659
                                                      -----------   -----------
                                                         351,499       355,767
Less: current portion..............................        2,123         2,430
                                                      -----------   -----------
                                                       $ 349,376     $ 353,337
                                                      ===========  ============

     In March 1999, Coast Hotels issued $175.0 million  principal amount of 9.5%
senior  subordinated  notes  with  interest  payable  on April 1 and  October  1
beginning  October  1, 1999 and  entered  into a $75.0  million  senior  secured
revolving  credit  facility  ("credit   facility")  due  2004  to  facilitate  a
refinancing.  Availability  under the credit  facility  was  increased to $200.0
million  in  September  1999.  On  February  2,  2001,  Coast  Hotels  issued an
additional $50.0 million principal amount of senior  subordinated notes. The net
proceeds of approximately $49.1 million were used to reduce borrowings under the
senior secured credit  facility.  The notes were issued under the same indenture
and have the same terms,  interest rate and maturity date as the $175.0  million
principal amount of senior subordinated notes issued in 1999.

     Coast Resorts is a guarantor of the  indebtedness  under both the indenture
and the credit facility.  Borrowings under the credit facility bear interest, at
Coast  Hotels'  option,  at a premium over the one-,  two-,  three- or six-month
London Interbank Offered Rate ("LIBOR").  The premium varies between 125 and 250
basis points,  depending on Coast  Hotels' ratio of total debt to EBITDA.  As of
September 30, 2001,  the premium over LIBOR was 2.00% (200 basis points) and the
interest  rate was 4.66%.  For the nine  months  ended  September  30,  2001 the
weighted-average  interest rate for the credit facility was 6.76%.  Coast Hotels
incurs a commitment fee, payable quarterly in arrears,  on the unused portion of
the credit  facility.  As of September  30, 2001,  this  variable fee was at the
maximum rate of 0.5% per annum times the average unused portion of the facility.


                                       6
<PAGE>

                         COAST HOTELS AND CASINOS, INC.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS

NOTE 2 - LONG-TERM DEBT (continued)

     The  availability  under the credit facility was reduced by $6.0 million to
$194.0  million on September 30, 2001 and will be reduced by an additional  $6.0
million on each of December  31,  2001,  March 31, 2002 and June 30,  2002.  The
reduction will increase to $8.5 million on each of September 30, 2002,  December
31,  2002,  March 31, 2003 and June 30,  2003;  and to $11.5  million on each of
September  30,  2003,  December  31,  2003,  March 31,  2004 and June 30,  2004.
Advances  under the credit  facility  may be used for working  capital,  general
corporate purposes and certain  improvements to The Orleans, the Gold Coast, the
Suncoast and the Barbary Coast. As of September 30, 2001, Coast Hotels had $70.0
million of availability under the credit facility.

     The loan agreement  governing the credit facility contains  covenants that,
among other  things,  limit the ability of Coast Hotels to pay dividends or make
advances  to Coast  Resorts,  to make  certain  capital  expenditures,  to repay
certain  existing  indebtedness,  to incur  additional  indebtedness  or to sell
material assets of Coast Hotels. The loan agreement limits the amount of capital
expenditures  (other  than  maintenance  capital  expenditures)  to a maximum of
approximately $109.0 million during the term of the agreement. Through September
30, 2001,  Coast Hotels spent  approximately  $70.0  million on  non-maintenance
capital expenditures. Currently, planned capital expenditures through 2002 would
cause Coast Hotels to exceed this maximum  permitted by the loan  agreement.  At
the  appropriate  time,  management  anticipates  seeking  an  amendment  to the
facility to amend the capital  expenditure  covenant and increase the  revolving
line of credit to accommodate the additional planned capital expenditures.

     Additionally,  the loan agreement  governing the credit  facility  requires
that Coast Hotels maintain certain financial ratios with respect to its leverage
and fixed charge  coverage.  Coast  Hotels is also subject to certain  covenants
associated  with  the  indenture   governing  the  senior   subordinated  notes,
including,  in part,  limitations on certain restricted payments, the incurrence
of  additional  indebtedness  and asset  sales.  Management  believes  that,  at
September  30,  2001,  Coast Hotels was in  compliance  with all  covenants  and
required ratios.


NOTE 3 - PROMOTIONAL ALLOWANCES

     The  retail  value of hotel  accommodations  and  food and  beverage  items
provided to  customers  without  charge is included in gross  revenues  and then
deducted as promotional allowances,  to arrive at net revenues. The following is
a breakdown of these complimentary revenues:

                               Three Months Ended        Nine Months Ended
                                  September 30,            September 30,
                             ----------------------   ----------------------
                                2001        2000         2001        2000
                             ----------  ----------   ----------  ----------
Complimentary revenues:
   Food and beverage........  $  10,607   $   7,701    $  31,408   $  22,623
   Hotel....................      1,530       1,118        4,510       3,508
   Other....................        680         421        1,887       1,202
                             ----------  ----------   ----------  ----------
     Promotional allowances.  $  12,817   $   9,240    $  37,805   $  27,333
                             ==========  ==========   ==========  ==========


                                       7
<PAGE>

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

Results of Operations

     The  following  table  sets  forth,  for  the  periods  indicated,  certain
financial information regarding our results of operations:

                                Three Months Ended      Nine Months Ended
                                   September 30,           September 30,
                               ---------------------   --------------------
                                 2001        2000        2001       2000
                               ----------  ---------   ---------  ---------
                                   (in thousands)           (in thousands)
                                    (unaudited)              (unaudited)

Net operating revenues.......   $ 128,166  $  96,444   $ 382,409  $ 285,777
Operating expenses...........     108,079     86,084     319,752    239,761
                               ----------  ---------   ---------  ---------
Operating income ............   $  20,087  $  10,360   $  62,657  $  46,016
                               ==========  =========   ========= ==========
Net income...................   $   8,735  $   3,130   $  26,420  $  20,792
                               ==========  =========   =========  =========

EBITDA (1)...................   $  29,999  $  21,253   $  91,655  $  70,604
                               ==========  =========   =========  =========


(1)  "EBITDA" means earnings before interest, taxes, depreciation, amortization,
     deferred  (non-cash)  rent  expense,  other  non-cash  expenses and certain
     non-recurring items, including pre-opening expenses and gains and losses on
     disposal of assets (for all periods  presented,  the only non-cash  expense
     was  deferred  rent  and the  only  non-recurring  items  were  pre-opening
     expenses and gains and losses on disposal of assets).  EBITDA is defined in
     our senior  secured  credit  facility and in the  indenture  governing  our
     senior subordinated  notes. EBITDA is presented as supplemental  disclosure
     because the  calculation of EBITDA is necessary to determine our compliance
     with  certain  covenants  under  these  financing  agreements  and  because
     management  believes  that  it  is  a  widely  used  measure  of  operating
     performance  in the gaming  industry.  EBITDA should not be construed as an
     alternative to operating  income or net income (as determined in accordance
     with  generally  accepted  accounting  principles)  as an  indicator of our
     operating  performance,  or as an  alternative  to cash flows  generated by
     operating,  investing and financing activities (as determined in accordance
     with  generally  accepted  accounting  principles)  as an indicator of cash
     flows or a measure of liquidity.  All companies do not calculate  EBITDA in
     the  same  manner.  As a  result,  EBITDA  as  presented  here  may  not be
     comparable to the similarly titled measures presented by other companies.


                                       8
<PAGE>

Item  2. Management's  Discussion  and  Analysis  of  Financial  Condition  and
         Results of  Operations (continued)

Results of Operations (continued)

Three Months Ended  September 30, 2001 Compared to Three Months Ended  September
30, 2000 and Nine Months Ended  September 30, 2001 Compared to Nine Months Ended
September 30, 2000

     Three of our  hotel-casinos  cater  primarily to residents of Las Vegas and
the fourth, the Barbary Coast, caters to tourists on the Las Vegas Strip. In the
aftermath of the terrorist  attacks on September 11, 2001, the Barbary Coast was
impacted  in all  revenue  areas  because of a decrease  in foot  traffic on the
Strip.  Our  locals-oriented  properties  experienced a noticeable  drop in room
occupancy, but were largely unaffected in the areas of gaming, food and beverage
and other  revenues.  In the quarter ended  September  30, 2001, we  experienced
increases  in  revenues,  operating  income,  operating  cash flows and  EBITDA,
primarily due to contributions from our newest hotel-casino, the Suncoast, which
opened in September  2000. Net revenues in the third quarter were $128.2 million
compared  to $96.4  million  in 2000,  an  increase  of 32.9%.  Revenues  at The
Orleans,  the  Barbary  Coast and the Gold  Coast  were  relatively  flat in the
quarter  compared to the prior year.  Operating  income was $20.1 million in the
quarter  compared to $10.4 million in 2000, an increase of 93.9%. Net income was
$8.7 million compared to $3.1 million,  an increase of 179.1%.  EBITDA (earnings
before  interest,  taxes,  depreciation,   amortization,  deferred  rent,  other
non-cash  expenses  and  certain  non-recurring  items,   including  pre-opening
expenses  and gains and losses on disposal  of assets) was $30.0  million in the
quarter, an increase of 41.2% over 2000 third quarter EBITDA of $21.3 million.

     In the nine months ended  September 30, 2001, we had increases in revenues,
operating income, net income,  operating cash flows and EBITDA, primarily due to
the Suncoast.  Net revenues in the first nine months of 2001 were $382.4 million
compared to $285.8  million in the first nine months of 2000.  Revenues from the
Suncoast  and an  increase  at The Orleans  were  partially  offset by a revenue
decrease  at the Gold  Coast due to  construction  disruption  and the  possible
competitive  impact  of  the  opening  in  December  2000  of a  locals-oriented
hotel-casino  within close proximity to the Gold Coast.  Revenues at the Barbary
Coast were also down  slightly,  possibly due to the  economic  downturn and the
disruption in travel and tourism resulting from the September 11, 2001 terrorist
attacks.  Operating  income for the first nine months of 2001 was $62.7  million
compared to $46.0  million in the first nine  months of 2000.  Net income was up
27.1% in the period and EBITDA  increased  29.8% to $91.7  million  compared  to
$70.6 million in the first nine months of 2000.

     Casino.  Casino  revenues  were  $96.4  million in the three  months  ended
September  30,  2001  compared to $69.9  million in the same period in 2000,  an
increase  of 38.0% due  primarily  to the opening of the  Suncoast in  September
2000.  Casino  revenues  were also  higher at our other  three  properties,  The
Orleans,  the  Gold  Coast  and the  Barbary  Coast.  In the nine  months  ended
September 30, 2001,  casino revenues  increased 37.2% to $285.1 million compared
to $207.8  million in 2000.  Most of the increase was due to the  Suncoast,  but
revenues at The Orleans were also up  year-to-date.  Casino revenues at the Gold
Coast and the Barbary Coast declined slightly in the nine-month period.

     Casino expenses  increased $11.0 million (33.5%) in the quarter,  primarily
due to the Suncoast operations. The casino operating margin improved to 54.7% in
the quarter compared to 53.1% in the third quarter of 2000. Year-to-date, casino
expenses  increased  $34.3 million due to the Suncoast and the casino  operating
margin improved to 54.5% compared to 54.1% in 2000.


                                       9
<PAGE>

Item 2. Management's Discussion and Analysis of Financial Condition and
        Results of Operations (continued)

Results of Operations (continued)

     Food and  Beverage.  Food and beverage  revenues  were $26.3 million in the
third  quarter of 2001  compared to $20.3  million in 2000, an increase of 29.7%
due primarily to the Suncoast.  Year-to-date,  revenues were $79.4  million,  an
increase of 34.4%  compared to $59.1 million in the nine months ended  September
30, 2000, primarily due to the Suncoast. Food and beverage expenses in the third
quarter  increased  $4.1  million  (27.2%),   primarily  due  to  the  Suncoast.
Year-to-date,  food  and  beverage  expenses  increased  $15.4  million  (36.4%)
compared to the same period in 2000, primarily due to the Suncoast.

     Hotel.  Hotel room  revenues were $9.3 million in the third quarter of 2001
compared to $8.1  million in 2000,  an increase  of 15.5%  primarily  due to the
Suncoast.  Hotel occupancy was down to 88.6% in the quarter compared to 95.3% in
the third  quarter  of 2000 due to a  tourism  slowdown  in Las Vegas  after the
September 11, 2001 terrorist  attacks.  The hotel operating  margin increased to
58.0% in the  quarter  compared to 55.7% in the third  quarter of 2000.  For the
nine months ended  September  30, 2001,  hotel room  revenues were $28.8 million
compared to $24.6 million in the same period in 2000. The hotel operating margin
was 59.8% compared to 59.6% in the prior year.

     During October 2001 there was no significant improvement in hotel occupancy
levels.  With the  continued  uncertainty  due to the economic  downturn and the
impact on tourism of the September  terrorist attacks,  we expect that occupancy
levels will remain soft for November and December 2001.

     Other. Other revenues include bowling, showroom, special events, retail and
miscellaneous  other  revenues.  Other  revenues  were $9.0 million in the third
quarter of 2001 compared to $7.5 million in 2000, an increase of 19.8% primarily
due to the  Suncoast.  Expenses  related to the other  revenues  also  increased
because of the  Suncoast to $6.8  million in 2001  compared  to $6.1  million in
2000, an increase of 11.9%. In the nine months ended  September 30, 2001,  other
revenues  were $26.9  million  compared  to $21.6  million in the same period in
2000, an increase of 24.5% due primarily to the  Suncoast.  Other  expenses were
$20.3  million in the first nine  months of 2001  compared  to $17.6  million in
2000, an increase of 15.4%.

     General and Administrative.  General and administrative expenses were $24.6
million  in the third  quarter of 2001  compared  to $17.8  million in 2000,  an
increase  of  38.5%,  primarily  due to  the  Suncoast  expenses.  Additionally,
utilities  expenses  increased  substantially  in  the  quarter.  Excluding  the
Suncoast, which opened in September 2000, electricity and gas expenses increased
$665,000 (33.5%) compared to the third quarter of 2000.

     For the nine months ended  September 30, 2001,  general and  administrative
expenses  were $71.5  million  compared to $50.0 million in 2000, an increase of
43.0%,  primarily  due to the  Suncoast  as well  as an  increase  in  utilities
expenses. Excluding the Suncoast, which was not open in the first nine months of
2000, utilities expenses increased by $2.2 million (47.7%) compared to the first
nine months of 2000.

     Pre-opening  Costs.  Pre-opening  costs related to the  development  of the
Suncoast  were expensed as incurred.  Pre-opening  expenses were $4.7 million in
the third  quarter of 2000 and $5.8 million for the nine months ended  September
2000.  There were no  pre-opening  expenses  in the three  months or nine months
ended September 30, 2001.


                                       10
<PAGE>

Item 2. Management's Discussion and Analysis of Financial Condition and
        Results of Operations (continued)

Results of Operations (continued)

     Deferred  Rent.  Deferred  rent in the third  quarter of 2001 was  $884,000
compared to $600,000 in the third quarter of 2000.  During the  construction  of
the Suncoast and until it opened in September 2000, rent expense was capitalized
as a cost of the project.  For the first nine months of 2001,  deferred rent was
$2.7 million compared to $1.6 million in 2000.

     Depreciation and  Amortization.  Depreciation and amortization  expense was
$9.0 million in the third quarter of 2001 compared to $5.6 million in 2000.  The
increase  was  primarily  due to the  opening  of  the  Suncoast.  Year-to-date,
depreciation  and  amortization  expense  was $26.3  million  compared  to $17.2
million in the first nine months of 2000.

     Other  Income  (Expenses).  Net  interest  expense  increased  in the third
quarter of 2001 due a decrease  in  capitalized  interest  since the  opening in
September  2000 of the  Suncoast.  Net interest  expense was $6.6 million in the
quarter  compared  to $5.5  million in the third  quarter  of 2000.  Capitalized
interest  decreased  by $1.4  million.  For the first nine  months of 2001,  net
interest  expense was $22.1 million  compared to $14.1 million in the first nine
months of 2000.  Capitalized  interest  decreased  by $4.1 million in the period
compared to the first nine months of 2000.

Liquidity and Capital Resources

     Our  principal  sources of liquidity  have  consisted  of cash  provided by
operating  activities and debt financing.  Cash provided by operating activities
was $64.8 million in the nine months ended  September 30, 2001 and $43.7 million
in the nine months  ended  September  30,  2000.  The  increases in 2001 are due
primarily to operations at the Suncoast.

     Cash used in investing  activities  in the nine months ended  September 30,
2001 and 2000 was  $52.9  million  and  $126.5  million,  respectively,  and was
primarily for capital expenditures.  Capital expenditures of approximately $62.7
million  in the first nine  months of 2001,  including  amounts in  construction
accounts payable,  were for maintenance capital expenditures ($19.1 million) and
for  capital  improvement  projects  at the  Gold  Coast,  The  Orleans  and the
Suncoast.  Expenditures  in the first nine months of 2000 were primarily for the
construction of the Suncoast.

     Cash used in financing  activities was $756,000 in the first nine months of
2001.  Proceeds from the issuance on February 2, 2001 of $50.0 million principal
amount of senior subordinated notes and from borrowings under our revolving line
of credit  were offset by  reductions  of amounts  outstanding  under the credit
facility with cash flows from operations and approximately  $49.1 million of net
proceeds from the senior  subordinated  note issuance.  The senior  subordinated
notes were issued  under the same  indenture  and have the same terms,  interest
rate  and  maturity  date as our  $175.0  million  principal  amount  of  senior
subordinated  notes issued in 1999.  Cash provided by financing  activities  was
$104.3 million in the first nine months of 2000, primarily from borrowings under
our  credit  facility  for  construction  of the  Suncoast,  offset  in  part by
repayments under the credit facility.


                                       11
<PAGE>

Item 2. Management's Discussion and Analysis of Financial Condition and
        Results of Operations (continued)

Liquidity and Capital Resources (continued)

     The  availability  under the credit facility was reduced by $6.0 million to
$194.0  million on September 30, 2001 and will be reduced by an additional  $6.0
million on each of December  31,  2001,  March 31, 2002 and June 30,  2002.  The
quarterly reduction will increase to $8.5 million on each of September 30, 2002,
December 31, 2002,  March 31, 2003 and June 30,  2003;  and to $11.5  million on
each of September 30, 2003, December 31, 2003, March 31, 2004 and June 30, 2004.
The  advances  under  the  facility  may be used for  working  capital,  general
corporate purposes,  and certain improvements to our existing properties.  As of
September 30, 2001, we had $124.0 million outstanding under the credit facility.
Borrowings under the credit facility bear interest,  at our option, at a premium
over  the  one-,  two-,  three-  or  six-month  London  Interbank  Offered  Rate
("LIBOR"). The premium varies depending on our ratio of total debt to EBITDA and
can vary between 125 and 250 basis points. As of September 30, 2001, the premium
over LIBOR was 2.00% (200 basis points) and the interest rate was 4.66%. For the
quarter  ended  September  30, 2001 the  weighted-average  interest rate for the
credit facility was 5.67%.

     The loan agreement  governing the credit facility contains  covenants that,
among other things, limit our ability to pay dividends or make advances to Coast
Resorts,  to make  certain  capital  expenditures,  to  repay  certain  existing
indebtedness,  to incur  additional  indebtedness  or to sell  material  assets.
Additionally,  the loan agreement  requires that we maintain  certain  financial
ratios with  respect to its  leverage  and fixed  charge  coverage.  We are also
subject to certain covenants  associated with the indenture governing our $225.0
million  principal  amount of senior  subordinated  notes,  including,  in part,
limitations  on  certain  restricted  payments,  the  incurrence  of  additional
indebtedness and asset sales. We believe that, at September 30, 2001, we were in
compliance with all covenants and required ratios.


Capital Expenditures

     In January  2001,  we announced an  expansion  project at The Orleans.  The
project includes a 9,000-seat  special-events  center, a 620-room hotel tower, a
2,600-car  parking garage,  six additional movie theaters,  two restaurants,  an
Irish pub and  approximately  40,000  square  feet of new gaming area and public
space.  Various  enhancements to the scope of the special-events  center,  hotel
tower,  parking  garage  and  movie  theaters  and  the  addition  of  two  more
restaurants  and a bar have  increased the estimated  cost of the expansion from
$100.0 million to approximately  $130.0 million. To date, two of the restaurants
and the Irish pub have opened. The movie theaters and half of the parking garage
are  expected  to open in  December  2001,  and the second half of the garage is
expected to open in April 2002. The hotel tower and the  additional  restaurants
are expected to open in October 2002 and the  special-events  center is expected
to open in March 2003. We anticipate that 2001 cash outlays for the project will
total  approximately  $50.0 million, of which $30.7 million had been expended in
the first nine months.

     In the fourth quarter of 2000, we commenced an approximately  $51.0 million
expansion and remodel of the Gold Coast.  The project  includes a new,  expanded
buffet,  a 2,000-car  parking  garage,  a 10,000  square foot  expansion  of the
convention  and banquet  facilities,  30,000  square feet of  additional  casino
space, relocation of the bingo parlor, a sports bar, an Asian-themed restaurant,
10,000 square feet of additional meeting space, the refurbishing of our standard
hotel guest rooms and the redesign of most of the Gold Coast's public areas.  To
date,  the new buffet  and much of the  redesign  of the public  areas have been
completed.  The remaining  work is expected to be completed  through the fall of
2002.  We  anticipate  that  2001  cash  outlays  for  the  project  will  total
approximately  $28.0  million,  of which  approximately  $17.0  million had been
expended in the first nine months.


                                       12
<PAGE>

Item 2. Management's Discussion and Analysis of Financial Condition and
        Results of Operations (continued)

Capital Expenditures (continued)

     The  Suncoast  hotel  room  tower  was  originally   built  to  accommodate
approximately  200  additional  hotel  rooms.  We  began  construction  of these
additional  rooms in the first quarter of 2001 and  completed  them in the third
quarter of 2001 at a cost of $11.0 million.

     In the ordinary course of operating our  hotel-casinos,  it is necessary to
upgrade or replace  fixtures and  equipment and to make  improvements  that will
extend the life of our physical  plants.  We anticipate  that these  maintenance
capital  expenditures will total approximately $22.0 million in 2001,  including
approximately $10.0 million for new "ticket-in, ticket-out" slot machines at The
Orleans,  the Gold Coast and the  Suncoast.  Through  September 30, 2001, we had
expended approximately $19.1 million for maintenance capital expenditures.

     The loan agreement governing our revolving line of credit limits the amount
of our  capital  expenditures,  as defined  and  excluding  maintenance  capital
expenditures,  to a maximum of  approximately  $109.0 million during the term of
the  agreement.  Through  September 30, 2001, we had spent  approximately  $70.0
million for non-maintenance capital expenditures. Currently, our planned capital
expenditures  through 2002 will cause us to exceed this maximum permitted by the
loan  agreement.   We  anticipate  seeking  an  amendment  to  the  facility  to
accommodate our additional  planned capital  expenditures.  If such an amendment
cannot be  obtained,  it may become  necessary  to delay  certain of the capital
projects or to seek alternative financing.

     A key element of our business  strategy is the  expansion or  renovation of
our existing  properties as described above. The completion of these projects is
subject to certain risks, including but not limited to:

o    general construction risks, including cost overruns, shortages of materials
     or skilled labor, labor disputes,  unforeseen  environmental or engineering
     problems,  work stoppages,  fire and other natural disasters,  construction
     scheduling problems and weather interference;

o    change orders and plan or specification modifications;

o    changes and concessions required by governmental or regulatory authorities;
     and

o    delays in obtaining or inability to obtain all required  licenses,  permits
     and authorizations.


Impact of New Accounting Pronouncements

     In July 2001, the Financial Accounting Standards Board issued Statement No.
141,  "Business  Combinations"  and  Statement  No.  142,  "Goodwill  and  Other
Intangible  Assets".   SFAS  141  is  effective  as  follows:  (a)  use  of  the
pooling-of-interests  method is prohibited for business  combinations  initiated
after  June 30,  2001;  and (b) the  provisions  of SFAS  141 also  apply to all
business  combinations  accounted for by the purchase  method that are completed
after June 30, 2001. There are also transition provisions that apply to business
combinations  completed  before  July 1,  2001 that  were  accounted  for by the
purchase method. SFAS 142 is effective for fiscal years beginning after December
15, 2001 and applies to all goodwill and other intangible  assets  recognized in
an entity's  statement of financial  position at that date,  regardless  of when
those assets were initially recognized.


                                       13
<PAGE>

Item 2. Management's Discussion and Analysis of Financial Condition and
        Results of Operations (continued)

Impact of New Accounting Pronouncements (continued)

     In August 2001, the Financial  Accounting  Standards Board issued Statement
No.  143,  "Accounting  for  Obligations   Associated  with  the  Retirement  of
Long-Lived  Assets".  The  objectives  of SFAS 143 are to  establish  accounting
standards for the recognition and measurement of an asset retirement  obligation
and its associated asset retirement cost. SFAS 143 is effective for fiscal years
beginning after June 15, 2002.

     In October 2001, the Financial  Accounting Standards Board issued Statement
No. 144, "Accounting for the Impairment or Disposal of Long-Lived Assets".  SFAS
144 addresses financial  accounting and reporting for the impairment or disposal
of long-lived  assets.  SFAS 144 is effective for fiscal years  beginning  after
December 15, 2001 and, generally, is to be applied prospectively.

     The Company is currently  evaluating  the provisions of SFAS 141, SFAS 142,
SFAS 143 and SFAS 144 and has not yet determined the effects of these changes on
the Company's financial position or results of operations.


Subsequent Event

     Subsequent to September 30, 2001, we purchased land on Las Vegas Boulevard,
just  east of  Interstate  15 and  approximately  six miles  south of  Tropicana
Avenue.  The land totals  approximately  50 acres and was  purchased for a total
price of $11.4  million.  We have an  additional  commitment of $3.5 million for
off-site improvements,  to be paid in the future as they are completed. The site
may be  developed  as a  hotel-casino  at a later  date,  although  there are no
specific plans to do so at this time.


                                       14
<PAGE>

Item 2. Management's Discussion and Analysis of Financial Condition and
        Results of Operations (continued)

Certain Forward-Looking Statements

     This Form 10-Q includes "forward-looking  statements" within the meaning of
the securities laws. All statements  regarding our expected financial  position,
business  strategies  and  financing  plans  under  the  headings  "Management's
Discussion and Analysis of Financial  Condition and Results of  Operations"  and
elsewhere in this Form 10-Q are  forward-looking  statements.  In  addition,  in
those and other portions of this Form 10-Q, the words "anticipates," "believes,"
"estimates," "seeks," "expects," "plans," "intends" and similar expressions,  as
they  relate  to Coast  Hotels  or its  management,  are  intended  to  identify
forward-looking statements.  Although we believe that the expectations reflected
in  such  forward-looking  statements  are  reasonable,  and  have  based  these
expectations  on  our  beliefs  as  well  as  assumptions  we  have  made,  such
expectations  may prove to be  incorrect.  Important  factors  that could  cause
actual results to differ materially from such expectations are disclosed in this
Form 10-Q, including, without limitation, the following factors:

o    increased competition, both in Nevada and other states, including increased
     competition from California Native American gaming;

o    dependence on the Las Vegas area and Southern  California for a majority of
     our customers;

o    substantial  leverage and  uncertainty  that we will be able to service our
     debt;

o    uncertainties associated with construction projects,  including the related
     disruption of operations and the availability of financing, if necessary;

o    changes  in laws or  regulations,  third  party  relations  and  approvals,
     decisions of courts, regulators and governmental bodies;

o    uncertainties related to the economy;

o    the impact on the travel and leisure industry, and Las Vegas in particular,
     of the September 11, 2001 terrorist attacks and the United States' response
     to the attacks; and

o    uncertainties  related to the cost and/or  availability  of electricity and
     natural gas.

     All subsequent written and oral forward-looking  statements attributable to
us or persons acting on our behalf are expressly  qualified in their entirety by
our cautionary statements. The forward-looking statements included are made only
as of the date of this Form 10-Q. We do not intend, and undertake no obligation,
to update these forward-looking statements.


                                       15
<PAGE>

Item 3.  Quantitative and Qualitative Disclosures about Market Risk.

Market Risk

     Market  risk is the risk of loss  arising  from  adverse  changes in market
rates and prices,  such as interest rates,  foreign currency  exchange rates and
commodity  prices.  Our primary  exposure  to market risk is interest  rate risk
associated with our long-term debt. We attempt to limit our exposure to interest
rate  risk  by  managing  the mix of our  long-term  fixed-rate  borrowings  and
short-term  borrowings  under our credit  facility.  At September 30, 2001,  the
interest rate on our variable  rate debt was 4.66%.  Assuming that the amount of
our  variable  rate debt  remained  constant at $124.0  million  during the next
twelve months,  a hypothetical  1% increase in our variable  interest rate would
increase our interest  expense by $1.2 million in that period.  To date, we have
not invested in derivative- or foreign currency-based financial instruments.


                                       16
<PAGE>

PART II.  OTHER INFORMATION

Item 1.  Legal Proceedings.

    None.

Item 2.  Changes in Securities.

    None.

Item 3.  Defaults Upon Senior Securities.

    None.

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

    Not applicable.

Item 5.  Other Information.

    None.

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

    (a) Exhibits.

        None.

    (b) Reports on Form 8-K.

        None.


                                       17
<PAGE>

                                   SIGNATURES

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Registrant  has duly caused this  Quarterly  Report on Form 10-Q to be signed on
its behalf by the undersigned thereunto duly authorized.


Date: November 14, 2001                COAST HOTELS AND CASINOS, INC.,
                                       a Nevada corporation

                                       By: /s/ Gage Parrish
                                           -----------------------
                                           Gage Parrish
                                           Vice President and
                                           Chief Financial Officer


                                       18
<PAGE>