SECURITIES AND EXCHANGE COMMISSION
                               Washington, D. C.  20549

                                       Form 10-K

        [X]             ANNUAL REPORT UNDER SECTION 13 OR 15(d)
                        OF THE SECURITIES EXCHANGE ACT OF 1934

        For the fiscal year ended December 31, 1995

                                          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 No. 1-9762

                      RESORTS INTERNATIONAL HOTEL FINANCING, INC.
                (Exact name of registrant as specified in its charter)

                   DELAWARE                                   65-0461729    
        (State or other jurisdiction of                   (I.R.S. Employer
        incorporation or organization)                   Identification No.)

        4651 Sheridan Street, Suite 355, Hollywood, FL          33021       
           (Address of principal executive offices)          (Zip Code)

        Registrant's telephone including area code: (954) 981-7200

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

                                                        Name of Each Exchange
              Title of Each Class                        on Which Registered 
        Mortgage Notes due 2003                        American Stock Exchange
        Junior Mortgage Notes due 2004                 American Stock Exchange
         (traded as part of Units with
         Class B Redeemable Common Stock
         issued by parent company of
         registrant)

        Securities registered pursuant to Section 12(g) of the Act:  None



                                     - continued -





                   Exhibit Index is presented on pages 20 through 25

                               Total Number of Pages 26



                                        - 1 -<PAGE>

        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    

        Indicate  by check mark if disclosure of delinquent filers pursuant to
        Item  405  Regulation  S-K  is  not  contained herein, and will not be
        contained,  to the best of registrant's knowledge, in definitive proxy
        or  information  statements  incorporated  by reference in Part III of
        this Form 10-K or any amendment to this Form 10-K.  [X]

           APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY PROCEEDINGS
                            DURING THE PRECEDING FIVE YEARS

        Indicate  by check mark whether the registrant has filed all documents
        and  reports  required  to be filed by Sections 12, 13 or 15(d) of the
        Securities  Exchange  Act  of  1934  subsequent to the distribution of
        securities under a plan confirmed by a court.

                                                       Yes  X      No    

        As  of  February  29,  1996,  there  was one share of the registrant's
        c o mmon  stock  outstanding  which  was  owned  by  one  shareholder.
        Accordingly  there  is  no  current market for the registrant's common
        stock.

        The  registrant  meets the conditions set forth in General Instruction
        J(1)(a)  and  (b)  of Form 10-K and is therefore filing this Form 10-K
        w i th  the  reduced  disclosure  format  permitted  by  that  General
        Instruction.


























                                        - 2 -<PAGE>

                                        PART I

        ITEM 1.  BUSINESS

             (a)  General Development of Business

             R e s orts  International  Hotel  Financing,  Inc.  ("RIHF")  was
        incorporated under the laws of the State of Delaware in 1993.  RIHF is
        a  wholly  owned  subsidiary  of  Griffin Gaming & Entertainment, Inc.
        ("GGE").  GGE was known as Resorts International, Inc. until its name
        change,  which  was  effective June 30, 1995.   GGE  is used herein to
        refer  to  RIHF  s  parent  corporation both before and after its name
        change.  RIHF was organized to issue certain public debt securities in
        connection  with  a  plan  of  reorganization  (the "Plan") of GGE and
        certain  of its subsidiaries.  In April 1994 the Plan was confirmed by
        the  Bankruptcy  Court for the District of Delaware and on May 3, 1994
        (the "Effective Date") the Plan became effective.

             On  the  Effective Date RIHF issued $125,000,000 principal amount
        of  11% Mortgage Notes due 2003 (the "Mortgage Notes") and $35,000,000
        principal  amount  of  11.375%  Junior  Mortgage  Notes  due 2004 (the
        "Junior  Mortgage  Notes") to GGE in exchange for two notes receivable
        from  Resorts  International  Hotel,  Inc.  ("RIH"),  the  indirect
        subsidiary  of  GGE  which  owns  and  operates Merv Griffin's Resorts
        Casino  Hotel  in  Atlantic  City,  New Jersey.  The $125,000,000 note
        receivable  from  RIH  (the "RIH Promissory Note") and the $35,000,000
        note receivable from RIH (the "RIH Junior Promissory Note") have terms
        which  mirror  the terms of the Mortgage Notes and the Junior Mortgage
        Notes, respectively.

             For  further  description  of  the  Mortgage Notes and the Junior
        Mortgage  Notes,  see  Note 2 of Notes to Financial Statements.  For a
        description   of  a  senior  note  purchase  agreement  (the    Senior
        Facility)  entered  into by RIHF pursuant to the Plan, see Note 3 of
        Notes to Financial Statements.

             (b)  Financial Information about Industry Segments

             RIHF operates in one business segment.

             (c) Narrative Description of Business

             RIHF  has  had  no  activity  other  than  the financing activity
        described  in    (a)  General Development of Business  above since its
        inception.

        Restrictions on Ownership of Equity and Debt Securities

             The  casino industry in Atlantic City is strictly regulated under
        the   New  Jersey  Casino  Control  Act  and  regulations  promulgated
        thereunder  (the  "Casino  Control  Act").    The  Casino  Control Act
        authorizes the establishment of casinos in Atlantic City, provides for
        licensing,  regulation  and  taxation  of  casinos and created the New
        Jersey Casino Control Commission (the "Casino Control Commission") and
        the  Division  of  Gaming Enforcement to administer the Casino Control
        Act.    Because  of the relationship of RIH, a casino licensee, to the
        Mortgage Notes and the



                                        - 3 -<PAGE>

        Junior  Mortgage  Notes,  the  holders  of  the Mortgage Notes and the
        Junior  Mortgage  Notes  may  be  required to qualify under the Casino
        Control Act as financial sources of RIH.  Also, the Casino Control Act
        imposes  certain  restrictions upon the ownership of securities issued
        by  a  corporation  which  holds  a  casino  license  or is a holding,
        intermediary  or  subsidiary  company  of  a  corporate  licensee
        (collectively,    holding  company).  The restrictions imposed by the
        Casino  Control  Act are more stringent for equity securities than for
        debt  securities.    The  Junior  Mortgage Notes are traded as part of
        Units  along with shares of GGE s Class B redeemable common stock (see
        Note  2  of Notes to Financial Statements); therefore, for purposes of
        the  Casino  Control  Act,  these  notes  are  considered to be equity
        securities.

             If  the  Casino Control Commission finds that an individual owner
        or  holder  of these securities must be qualified and is not qualified
        under  the  Casino  Control Act, the Casino Control Commission has the
        right  to  propose  any  necessary  remedial  action  and  may require
        divestiture  of  the security held by any disqualified holder.  In the
        event that entities or persons required to be qualified refuse or fail
        to  qualify  and  fail to divest themselves of such security interest,
        the  Casino  Control  Commission  has  the right to take any necessary
        action,  including the revocation or suspension of the casino license.
        If  any  security  holder  of  the  licensee or its holding company or
        affiliate  who  is  required to be qualified is found disqualified, it
        will  be unlawful for the security holder to (i) receive any dividends
        or  interest  upon  any  such  securities,  (ii) exercise, directly or
        through any trustee or nominee, any right conferred by such securities
        or  (iii)  receive  any  remuneration  in  any form from the corporate
        licensee for services rendered or otherwise.

             (d)  Financial Information about Foreign and Domestic Operations
                  and Export Sales

             RIHF has no foreign operations nor export sales.


        ITEM 2.  PROPERTIES

             RIHF does not own or lease any real property or tangible personal
        property.


        ITEM 3.  LEGAL PROCEEDINGS

             Not applicable.


        ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

             The  disclosure  required  by Item 4 has been omitted pursuant to
        General Instruction J of Form 10-K.








                                        - 4 -<PAGE>

        ITEM 5.  MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED
                 STOCKHOLDER MATTERS

             RIHF  has one share of common stock outstanding which is owned by
        GGE.  Accordingly, there is no current market for RIHF's common stock.

             No  dividends  have  been declared on RIHF common stock since the
        company's  incorporation.    The  indentures  pursuant  to  which  the
        Mortgage Notes and the Junior Mortgage Notes were issued prohibit RIHF
        from  paying  dividends, from making other distributions in respect of
        its capital stock, and from purchasing or redeeming its capital stock,
        with certain exceptions.


        ITEM 6. SELECTED FINANCIAL DATA

             The  disclosure  required  by Item 6 has been omitted pursuant to
        General Instruction J of Form 10-K.


        ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                 AND RESULTS OF OPERATIONS

        FINANCIAL CONDITION

             RIHF  was  formed  for  the  purpose  of issuing the $125,000,000
        principal  amount  of  Mortgage  Notes  and  the $35,000,000 principal
        amount  of  Junior  Mortgage Notes as part of the Plan, as well as the
        Senior  Facility  Notes  (described  in  Note  3 of Notes to Financial
        Statements)  or notes issued under a similar working capital facility,
        to  the  extent  issued.   Also as part of the Plan, RIHF obtained the
        $125,000,000  RIH  Promissory  Note  and  the  $35,000,000  RIH Junior
        Promissory Note with terms that mirror the terms of the Mortgage Notes
        and  the Junior Mortgage Notes, respectively, with the intent that RIH
        pay  interest  to  RIHF  on RIHF's interest payment dates so that RIHF
        will have cash available to make its interest payments on those dates.

        RESULTS OF OPERATIONS

             Because  the  terms of the RIH Promissory Note and the RIH Junior
        Promissory Note were written to mirror the terms of the Mortgage Notes
        and  the  Junior  Mortgage  Notes, RIHF has affiliated interest income
        equal  to  the  interest  expense and amortization of discounts on its
        public  debt.    It  is  not anticipated that RIHF will have any other
        operations  or  activities,  except  those  related  to the securities
        described  above  and, if issued, the Senior Facility Notes or certain
        similar financing activities.













                                        - 5 -<PAGE>

        ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

             RIHF's financial statements are presented on the following pages:

                                                               Page
                                                            Reference

             Report of Independent Auditors                      7

             Balance Sheets at December 31, 1995
              and 1994                                           8

             Statements of Operations for the years
              ended December 31, 1995 and 1994                   9

             Statements of Cash Flows for the years
              ended December 31, 1995 and 1994                  10

             Notes to Financial Statements                      11









































                                        - 6 -<PAGE>

                            REPORT OF INDEPENDENT AUDITORS


        The Board of Directors and Shareholder
        Resorts International Hotel Financing, Inc.


             We  have  audited  the  accompanying  balance  sheets  of Resorts
        International  Hotel Financing, Inc. as of December 31, 1995 and 1994,
        and  the  related  statements of operations and cash flows for each of
        the  two  years  in  the  period  ended  December  31,  1995.  Resorts
        International  Hotel  Financing,  Inc. is a wholly owned subsidiary of
        Griffin  Gaming  & Entertainment, Inc.  These financial statements are
        the responsibility of the Company's management.  Our responsibility is
        to  express  an  opinion  on  these  financial statements based on our
        audits.

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

             In  our  opinion,  the  financial  statements  referred  to above
        present  fairly,  in  all material respects, the financial position of
        Resorts  International  Hotel Financing, Inc. at December 31, 1995 and
        1994, and the results of its operations and its cash flows for each of
        the  two  years  in  the period ended December 31, 1995, in conformity
        with generally accepted accounting principles.


                                                         /s/ Ernst & Young LLP

        Philadelphia, Pennsylvania
        February 19, 1996




















                                        - 7 -<PAGE>

                      RESORTS INTERNATIONAL HOTEL FINANCING, INC.
                                    BALANCE SHEETS
                      (In Thousands of Dollars, except par value)


                                                        December 31,     
                                                    1995           1994

        Assets

        Current assets - interest receivable
         from affiliate                           $  4,244       $  4,113

        Notes receivable from affiliate, net
         of unamortized discounts                  126,761        125,309

                                                  $131,005       $129,422


        Liabilities and Shareholder's Equity

        Current liabilities - accrued interest
         payable                                  $  4,244       $  4,113

        Long-term debt, net of unamortized
         discounts                                 126,761        125,309

        Shareholder's equity - common stock
         $.01 par value - 1 share outstanding                            

                                                  $131,005       $129,422



        See Notes to Financial Statements.

























                                        - 8 -<PAGE>

                      RESORTS INTERNATIONAL HOTEL FINANCING, INC.
                               STATEMENTS OF OPERATIONS
                               (In Thousands of Dollars)


                                                    For the Year Ended
                                                       December 31,     
                                                    1995           1994

        Revenues:
          Affiliated interest income              $16,619        $10,847
          Amortization of discounts on
           affiliated notes receivable              1,452            757
                                                   18,071         11,604
        Expenses:
          Interest expense                         16,619         10,847
          Amortization of debt discounts            1,452            757
                                                   18,071         11,604

        Net earnings                              $    -0-       $    -0-



        See Notes to Financial Statements.




































                                        - 9 -<PAGE>

                      RESORTS INTERNATIONAL HOTEL FINANCING, INC.
                               STATEMENTS OF CASH FLOWS
                               (In Thousands of Dollars)


                                                    For the Year Ended
                                                       December 31,     
                                                    1995           1994

        Cash flows from operating activities:
          Interest received                       $ 16,488       $ 6,734
          Interest paid                            (16,488)       (6,734)
            Net cash provided by operating
             activities                                 -0-           -0-

        Net increase in cash and cash
         equivalents                                    -0-           -0-
        Cash and cash equivalents at
         beginning of period                            -0-           -0-
        Cash and cash equivalents at
         end of period                            $     -0-      $    -0-



        See Notes to Financial Statements.



































                                        - 10 -<PAGE>

                      RESORTS INTERNATIONAL HOTEL FINANCING, INC.
                             NOTES TO FINANCIAL STATEMENTS


        NOTE 1 - ORGANIZATION AND OPERATIONS

             Resorts  International  Hotel  Financing,  Inc.  ("RIHF")  was
        incorporated  under  the  laws  of the State of Delaware in June 1993.
        RIHF,  a  wholly  owned  subsidiary of Griffin Gaming & Entertainment,
        Inc.  ("GGE"),  was  organized  to  issue  the  public debt securities
        described  in  Note 2 in connection with a prepackaged bankruptcy plan
        of reorganization (the  Plan ) of GGE and certain of its subsidiaries.
        GGE  was  known  as Resorts International, Inc. until its name change,
        which  was  effective June 30, 1995.   GGE  is used herein to refer to
        RIHF s parent corporation both before and after its name change.  RIHF
        is  authorized  to issue 1,000 shares of common stock with a par value
        of  $.01  per  share.   One share was issued to GGE for $10 in October
        1993.

             Until  the  issuance of the securities described in Note 2 in May
        of  1994,  RIHF  had  no  operations.    Therefore,  no  statements of
        operations or cash flows are presented for 1993.

        NOTE 2 - NOTES RECEIVABLE FROM AFFILIATE AND LONG-TERM DEBT

             In  April  1994  the  Plan  was  confirmed  by  the United States
        Bankruptcy  Court  for the District of Delaware and on May 3, 1994 the
        Plan  became  effective.    Pursuant  to  the Plan, certain previously
        outstanding public debt of GGE (the  Series Notes ) was exchanged for,
        among other things $125,000,000 principal amount of 11% Mortgage Notes
        (the   "Mortgage  Notes")  due  September  15,  2003  and  $35,000,000
        principal  amount  of  11.375%  Junior  Mortgage  Notes  (the  "Junior
        Mortgage  Notes")  due  December 15, 2004.  The Mortgage Notes and the
        Junior  Mortgage  Notes  were issued by RIHF and guaranteed by Resorts
        International  Hotel,  Inc.  ("RIH"),  GGE's  subsidiary that owns and
        operates  Merv Griffin's Resorts Casino Hotel ("Resorts Casino Hotel")
        in Atlantic City, New Jersey.

             In  order  to  accomplish GGE's exchange of the Series Notes, the
        Plan  provided  for RIHF to issue the Mortgage Notes in exchange for a
        $125,000,000  promissory note receivable from RIH (the "RIH Promissory
        Note")  and  the  Junior  Mortgage Notes in exchange for a $35,000,000
        promissory  note  receivable  from  RIH  (the  "RIH  Junior Promissory
        Note").

             The  Mortgage  Notes  are secured by the RIH Promissory Note, the
        terms  of  which  mirror  the  terms  of  the Mortgage Notes.  The RIH
        Promissory  Note  and RIH's guaranty of the Mortgage Notes are secured
        by  liens  on  the  Resorts  Casino Hotel, consisting of RIH's fee and
        leasehold  interests  comprising  the  Resorts  Casino  Hotel,  the
        contiguous parking garage and property, and related personal property.
        The liens securing the Mortgage Notes will be subordinated to the lien
        securing  the  Senior  Facility  Notes  (described in Note 3) or notes
        issued  under  a  similar  working capital facility, if such notes are
        issued.

             The   Junior  Mortgage  Notes  are  secured  by  the  RIH  Junior
        Promissory  Note,  the  terms  of which mirror the terms of the Junior
        Mortgage  Notes.  The RIH Junior Promissory Note and RIH's guaranty of
        the Junior Mortgage

                                        - 11 -<PAGE>

        Notes  are  also secured by liens on the Resorts Casino Hotel property
        as described above.  The liens securing the Junior Mortgage Notes will
        be  subordinated  to  the  lien  securing the Senior Facility Notes or
        notes  issued  under a similar working capital facility, if such notes
        are  issued,  and  are subordinated to the liens securing the Mortgage
        Notes.

             The  indentures  pursuant  to  which  the  Mortgage Notes and the
        Junior  Mortgage  Notes  were  issued (collectively, the "Indentures")
        prohibit  RIHF  from paying dividends, from making other distributions
        in  respect of its capital stock, and from purchasing or redeeming its
        capital stock, with certain exceptions.

             The  Indentures  also contain certain other restrictive covenants
        on the part of RIHF, including (i) limitations on incurring additional
        indebtedness,  with  certain  exceptions;  (ii) restrictions on making
        loans  to  an  affiliate  or  other person other than (x) intercompany
        advances  to  GGE  not in excess of $1,000,000 in the aggregate at any
        time  outstanding  and  (y) loans to RIH of the proceeds of the Senior
        Facility  and  loans  evidenced by the RIH Promissory Note and the RIH
        Junior  Promissory  Note  and  (iii)  restrictions  from entering into
        transactions  with affiliates, other than transactions entered into in
        connection  with  the Senior Facility, on terms less favorable to RIHF
        than an arm's length transaction.

             The  Junior  Mortgage  Notes  were issued as part of "Units" with
        shares of GGE's Class B redeemable common stock (the "Class B Stock").
        Each  Unit  comprises $1,000 principal amount of Junior Mortgage Notes
        and  one  share  of  Class  B Stock.  Junior Mortgage Notes may not be
        transferred  separately  from  the  related  shares  of Class B Stock.
        Holders  of Class B Stock are entitled to elect one-third of the Board
        of  Directors  of  GGE  and  under certain circumstances they would be
        e n t i tled  to  elect  a  majority  of  GGE's  Board  of  Directors.
        Approximately 35,000 Units were issued pursuant to the Plan.

             In    November  1994,  RIH  purchased  12,899  Units  comprising
        $12,899,000  principal  amount  of  Junior  Mortgage  Notes and 12,899
        shares  of  Class  B  Stock  at a price of $6,740,000.  Although these
        notes  held  by  RIH  have  not  been  canceled and remain outstanding
        legally,  the accompanying financial statements include the RIH Junior
        Promissory  Note,  the  Junior  Mortgage  Notes  and  related interest
        income, expense and cash flow amounts net of reductions related to the
        notes held by RIH.


















                                        - 12 -<PAGE>

             The  carrying value and fair value by component of long-term debt
        at December 31 were as follows:

                                            1995                  1994       
                                    Carrying       Fair    Carrying     Fair
        (In Thousands of Dollars)     Value       Value      Value     Value

        Mortgage Notes              $125,000    $115,313   $125,000   $83,750
         Less unamortized discount   (16,872)               (18,123)
                                     108,128                106,877

        Junior Mortgage Notes         35,000                 35,000
         Less notes held by RIH      (12,899)               (12,899)
                                      22,101      20,333     22,101    13,040
         Less unamortized discount    (3,468)                (3,669)
                                      18,633                 18,432          

                                    $126,761    $135,646   $125,309   $96,790


             The fair value presented above for RIHF's long-term debt is based
        on December 31 closing market prices.

             No principal payments are due on the Mortgage Notes or the Junior
        Mortgage Notes during the next five years.

             The  accrual  of  interest  and  amortization of discounts on the
        Mortgage Notes and the Junior Mortgage Notes commenced on May 3, 1994.
        Interest  on  the  Mortgage Notes is payable semi-annually on March 15
        and  September 15 in each year.  Interest on the Junior Mortgage Notes
        is  payable semi-annually on June 15 and December 15 in each year.  In
        certain  circumstances,  interest payable on the Junior Mortgage Notes
        may  be satisfied by the issuance of additional Junior Mortgage Notes,
        in  which  case  the  balance  of the RIH Junior Promissory Note would
        increase accordingly.

             The effective interest rates on the Mortgage Notes and the Junior
        Mortgage Notes are 14.1% and 14.8%, respectively.

        NOTE 3 - SENIOR FACILITY

             Pursuant  to  the  Plan,  RIHF, GGE and RIH entered into a senior
        note purchase agreement (the "Senior Facility") with certain funds and
        accounts advised or managed by Fidelity Management & Research Company.
        The  Senior  Facility, as amended, is available for a single borrowing
        of up to $19,738,000 during the period ending May 2, 1996, through the
        issuance  of  notes  (the  "Senior  Facility  Notes").  If issued, the
        Senior  Facility Notes will bear interest at 11.75% and will be due in
        2002.    The  Senior Facility Notes will be senior obligations of RIHF
        secured by a promissory note from RIH in an aggregate principal amount
        of  up to $19,738,000 payable in amounts and at times necessary to pay
        the  principal  of  and  interest  on  the Senior Facility Notes.  The
        Senior  Facility Notes will be guaranteed by RIH and secured by a lien
        on  the  Resorts Casino Hotel property as described in Note 2.  Market
        interest






                                        - 13 -<PAGE>

        rates  and  other  economic  conditions,  among  other  factors,  will
        determine  if  it  is appropriate for GGE or RIH to draw on the Senior
        Facility.

        NOTE 4 - STATEMENTS OF CASH FLOWS

             Supplemental  disclosures  required  by  Statement  of  Financial
        Accounting  Standards No. 95, "Statement of Cash Flows," are presented
        below.

        (In Thousands of Dollars)                   1995           1994

        Reconciliation of net earnings to net
         cash provided by operating activities:
          Net earnings                            $    -0-       $     -0-
          Adjustments to reconcile net earnings
           to net cash provided by operating
           activities:
            Amortization of debt discounts          1,452             757
            Amortization of discounts on
             affiliated notes receivable           (1,452)           (757)
            Net increase in interest receivable
             from affiliate                          (131)         (4,113)
            Net increase in accrued interest
             payable                                  131           4,113

        Net cash provided by operating
         activities                               $    -0-       $     -0-

        Non-cash investing and financing
         transactions:
          Exchange of Mortgage Notes and
           Junior Mortgage Notes for the
           RIH Promissory Note and the RIH
           Junior Promissory Note (at
           estimated market values)                              $135,300

























                                        - 14 -<PAGE>

        ITEM 9.   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
                  AND FINANCIAL DISCLOSURE

             None.


                                       PART III


             The  following  Items  have  been  omitted  pursuant  to  General
        Instruction J of Form 10-K:  ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS
        OF  THE REGISTRANT; ITEM 11. EXECUTIVE COMPENSATION; ITEM 12. SECURITY
        OWNERSHIP  OF  CERTAIN  BENEFICIAL  OWNERS AND MANAGEMENT and ITEM 13.
        CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.


                                        PART IV


        ITEM  14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM
        8-K

             (a)  Documents filed as part of this report

        1.   The  financial statement index required herein is incorporated by
             reference  to  "ITEM  8.   FINANCIAL STATEMENTS AND SUPPLEMENTARY
             DATA."

        2.   No  financial statement schedules are included herein.  Financial
             statement schedules have been omitted because they are either not
             applicable  or the required information is shown in the financial
             statements or notes thereto.

        3.   The  following  exhibits  are  filed  herewith or incorporated by
             reference:

        Exhibit
        Numbers     Exhibit

        (2)         Plan  of  Reorganization.   (Incorporated by reference to
                    A p pendix  A  of  the  Information  Statement/Prospectus
                    included  in registrant's Form S-4 Registration Statement
                    in File No. 33-50733.)

        (3)(a)      Certificate  of  Incorporation of RIHF.  (Incorporated by
                    reference  to  Exhibit  3.07  to  registrant's  Form  S-4
                    Registration Statement in File No. 33-50733.)

        (3)(b)      By-Laws  of  RIHF.  (Incorporated by reference to Exhibit
                    3.08  to  registrant's Form S-4 Registration Statement in
                    File No. 33-50733.)

        (4)(a)      See  Exhibits  (3)(a)  and  (3)(b)  as  to  the rights of
                    holders of registrant's common stock.







                                        - 15 -<PAGE>

        (4)(b)(1)   Form   of  Indenture  among  RIHF,  as  issuer,  RIH,  as
                    guarantor,  and  State  Street  Bank and Trust Company of
                    Connecticut,    National  Association, as
                    trustee,  with  respect  to  RIHF  11% Mortgage Notes due
                    2003.    (Incorporated  by  reference to  Exhibit 4.04 to
                    registrant's  Form S-4 Registration Statement in File No.
                    33-50733.)

        (4)(b)(2)   Form  of  Mortgage  between RIH and State Street Bank and
                    Trust   Company  of  Connecticut,  National  Association,
                    securing  Guaranty of RIHF Mortgage Notes.  (Incorporated
                    by  reference  to  Exhibit  4.22 to registrant's Form S-4
                    Registration Statement in File No. 33-50733.)

        (4)(b)(3)   Form  of  Mortgage  between  RIH  and  RIHF, securing RIH
                    Promissory  Note.   (Incorporated by reference to Exhibit
                    4.23  to  registrant's Form S-4 Registration Statement in
                    File No. 33-50733.)

        (4)(b)(4)   Form  of  Assignment  of  Agreements  made  by  RIHF,  as
                    Assignor,  to  State  Street  Bank  and  Trust Company of
                    Connecticut, National Association, as Assignee, regarding
                    RIH  Promissory  Note.    (Incorporated  by  reference to
                    Exhibit   4.24  to  registrant's  Form  S-4  Registration
                    Statement in File No. 33-50733.)

        (4)(b)(5)   Form  of  Assignment  of Leases and Rents made by RIH, as
                    Assignor,  to RIHF, as Assignee, regarding RIH Promissory
                    Note.    (Incorporated  by  reference  to Exhibit 4.25 to
                    registrant's  Form S-4 Registration Statement in File No.
                    33-50733.)

        (4)(b)(6)   Form  of  Assignment  of Leases and Rents made by RIH, as
                    Assignor,  to  State  Street  Bank  and  Trust Company of
                    Connecticut, National Association, as Assignee, regarding
                    Guaranty  of  RIHF  Mortgage  Notes.    (Incorporated  by
                    reference  to  Exhibit  4.26  to  registrant's  Form  S-4
                    Registration Statement in File No. 33-50733.)

        (4)(b)(7)   Form  of  Assignment  of Operating Assets made by RIH, as
                    Assignor,  to  State  Street  Bank  and  Trust Company of
                    Connecticut, National Association, as Assignee, regarding
                    Guaranty  of  RIHF  Mortgage  Notes.    (Incorporated  by
                    reference  to  Exhibit  4.28  to  registrant's  Form  S-4
                    Registration Statement in File No. 33-50733.)

        (4)(b)(8)   Form  of  Assignment  of Operating Assets made by RIH, as
                    Assignor,  to RIHF, as Assignee, regarding RIH Promissory
                    Note.    (Incorporated  by  reference  to Exhibit 4.34 to
                    registrant's  Form S-4 Registration Statement in File No.
                    33-50733.)

        (4)(b)(9)   Form  of Amended and Restated $125,000,000 RIH Promissory
                    Note.  (Incorporated by reference to Exhibit A to Exhibit
                    (4)(b)(1) hereto.)






                                        - 16 -<PAGE>

        (4)(c)(1)   Form  of  Indenture  between  RIHF,  as  issuer,  RIH, as
                    guarantor, and U.S. Trust Company of California, N.A., as
                    trustee,  with  respect  to  RIHF 11.375% Junior Mortgage
                    Notes  due  2004.   (Incorporated by reference to Exhibit
                    4.05  to  registrant's Form S-4 Registration Statement in
                    File No. 33-50733.)

        (4)(c)(2)   Form  of  Mortgage  between RIH and U.S. Trust Company of
                    California,   N.A.,  securing  Guaranty  of  RIHF  Junior
                    Mortgage  Notes.    (Incorporated by reference to Exhibit
                    4.29  to  registrant's Form S-4 Registration Statement in
                    File No. 33-50733.)

        (4)(c)(3)   Form  of  Mortgage  between  RIH  and  RIHF, securing RIH
                    Junior  Promissory  Note.   (Incorporated by reference to
                    Exhibit   4.30  to  registrant's  Form  S-4  Registration
                    Statement in File No. 33-50733.)

        (4)(c)(4)   Form  of  Assignment  of  Agreements  made  by  RIHF,  as
                    Assignor,  to  U.S. Trust Company of California, N.A., as
                    Assignee,   regarding   RIH   Junior   Promissory   Note.
                    (Incorporated   by   reference   to   Exhibit   4.31   to
                    registrant's  Form S-4 Registration Statement in File No.
                    33-50733.)

        (4)(c)(5)   Form  of  Assignment  of Leases and Rents made by RIH, as
                    Assignor,  to  RIHF,  as  Assignee,  regarding RIH Junior
                    Promissory  Note.   (Incorporated by reference to Exhibit
                    4.32  to  registrant's Form S-4 Registration Statement in
                    File No. 33-50733.)

        (4)(c)(6)   Form  of  Assignment  of Leases and Rents made by RIH, as
                    Assignor,  to  U.S. Trust Company of California, N.A., as
                    Assignee,  regarding  Guaranty  of  RIHF  Junior Mortgage
                    Notes.    (Incorporated  by  reference to Exhibit 4.33 to
                    registrant's  Form S-4 Registration Statement in File No.
                    33-50733.)

        (4)(c)(7)   Form  of  Assignment  of Operating Assets made by RIH, as
                    Assignor,  to  U.S. Trust Company of California, N.A., as
                    Assignee,  regarding  the  Guaranty  of  the  RIHF Junior
                    Mortgage  Notes.    (Incorporated by reference to Exhibit
                    4.35  to  registrant's Form S-4 Registration Statement in
                    File No. 33-50733.)

        (4)(c)(8)   Form  of  Assignment  of Operating Assets made by RIH, as
                    Assignor,  to  RIHF,  as  Assignee,  regarding RIH Junior
                    Promissory  Note.   (Incorporated by reference to Exhibit
                    4.27  to  registrant's Form S-4 Registration Statement in
                    File No. 33-50733.)

        (4)(c)(9)   Form  of  Amended  and  Restated  $35,000,000  RIH Junior
                    Promissory  Note. (Incorporated by reference to Exhibit A
                    to Exhibit (4)(c)(1) hereto.)







                                        - 17 -<PAGE>

        (10)(a)     Form  of  Intercreditor Agreement by and among RIHF, RIH,
                    GGE,  GGRI,  Inc., State Street Bank and Trust Company of
                    Connecticut,  National Association, U.S. Trust Company of
                    California, N.A. and any lenders which provide additional
                    facilities.   (Incorporated by reference to Exhibit 10.64
                    to  registrant's  Form S-4 Registration Statement in File
                    No. 33-50733.)

        (10)(b)(1)  Form  of Note Purchase Agreement dated May 3, 1994, among
                    RIHF,  GGE  and RIH, and certain funds advised or managed
                    by Fidelity Management & Research Company with respect to
                    issuance  of  Senior  Facility  Notes.   (Incorporated by
                    reference  to  Exhibit  10.65  to  Form  S-1 Registration
                    Statement in File No. 33-53371.)

        (10)(b)(2)  Revised term sheet for 11.0% Senior Secured Loan due 2002
                    with  RIHF  as  issuer.    (Incorporated  by reference to
                    Exhibit  10.54  to  registrant's  Form  S-4  Registration
                    Statement in File No. 33-50733.)

        (10)(b)(3)  Letter agreement dated February 27, 1995 amending Exhibit
                    (10)(b)(1) hereto.  (Incorporated by reference to Exhibit
                    (10)(n)(3)  to  GGE's  Form  10-K  Annual  Report for the
                    fiscal year ended December 31, 1994, in File No. 1-4748.)

        (10)(c)     Form  of  Registration Rights Agreement dated as of April
                    29,  1994,  among  GGE,  RIHF, RIH, Fidelity Management &
                    Research  Company  and The TCW Group, Inc.  (Incorporated
                    by  reference  to  Exhibit 10.66 to Form S-1 Registration
                    Statement in File No. 33-53371.)

        (10)(d)     F o r m  of  Nominee  Agreement  between  RIHF  and  RIH.
                    (Incorporated  by  reference to Exhibit 10.57 to Form S-1
                    Registration Statement in File No. 33-53371.)

        (27)        Financial data schedule.

             Registrant  agrees  to  file  with  the  Securities  and Exchange
        Commission, upon request, copies of any instrument defining the rights
        of the holders of its long-term debt.

             (b)  Reports on Form 8-K

             No current report on Form 8-K was filed by RIHF covering an event
        during  the fourth quarter of 1995.  No amendments to previously filed
        Forms 8-K were filed during the fourth quarter of 1995.

             (c)  Exhibits Required by Item 601 of Regulation S-K

             The  exhibits  listed  in  Item  14(a)3.  of this report, and not
        incorporated by reference to a separate file, follow "SIGNATURES."

             (d)  Financial Statement Schedules Required by Regulation S-K

             No financial statement schedules are included herein.






                                        - 18 -<PAGE>

                                      SIGNATURES


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

                                 RESORTS INTERNATIONAL HOTEL FINANCING, INC.
                                                 (Registrant)



        Date:  March 8, 1996     By /s/ Matthew B. Kearney                  
                                   Matthew B. Kearney
                                   Director and President


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



        By /s/ Matthew B. Kearney                    March 8, 1996
          Matthew B. Kearney
          Director and President
          (Principal Executive, Financial
          and Accounting Officer)



        By /s/ Lawrence Cohen                        March 8, 1996
          Lawrence Cohen
          Director

























                                        - 19 -<PAGE>

                     RESORTS INTERNATIONAL HOTEL FINANCING, INC.

                            Form 10-K for the fiscal year
                               ended December 31, 1995

                                    EXHIBIT INDEX

                                                     Reference to previous
        Exhibit                                      filing or page number
        Number          Exhibit                      in Form 10-K         

        (2)             Plan of Reorganization.      Incorporated by
                                                     reference to Appendix A
                                                     of the Information
                                                     Statement/Prospectus
                                                     included in registrant's
                                                     Form S-4 Registration
                                                     Statement in File No.
                                                     33-50733.

        (3)(a)          Certificate of               Incorporated by
                        Incorporation of RIHF.       reference to Exhibit
                                                     3.07 to registrant's
                                                     Form S-4 Registration
                                                     Statement in File No.
                                                     33-50733.

        (3)(b)          By-Laws of RIHF.             Incorporated by
                                                     reference to Exhibit
                                                     3.08 to registrant's
                                                     Form S-4 Registration
                                                     Statement in File No.
                                                     33-50733.

        (4)(a)          See Exhibits (3)(a) and
                        (3)(b) as to the rights
                        of holders of
                        registrant's common
                        stock.

        (4)(b)(1)       Form of Indenture among      Incorporated by
                        RIHF, as issuer, RIH, as     reference to  Exhibit
                        guarantor, and State         4.04 to registrant's
                        Street Bank and Trust        Form S-4 Registration
                        Company of Connecticut,      Statement in File No.
                        National Association, as     33-50733.
                        trustee, with respect to
                        RIHF 11% Mortgage Notes
                        due 2003.












                                        - 20 -<PAGE>

                     RESORTS INTERNATIONAL HOTEL FINANCING, INC.

                            Form 10-K for the fiscal year
                               ended December 31, 1995

                                    EXHIBIT INDEX

                                                     Reference to previous
        Exhibit                                      filing or page number
        Number          Exhibit                      in Form 10-K         

        (4)(b)(2)       Form of Mortgage between     Incorporated by
                        RIH and State Street         reference to Exhibit
                        Bank and Trust Company       4.22 to registrant's
                        of Connecticut, National     Form S-4 Registration
                        Association, securing        Statement in File No.
                        Guaranty of RIHF             33-50733.
                        Mortgage Notes.  

        (4)(b)(3)       Form of Mortgage between     Incorporated by
                        RIH and RIHF, securing       reference to Exhibit
                        RIH Promissory Note.         4.23 to registrant's
                                                     Form S-4 Registration
                                                     Statement in File No.
                                                     33-50733.

        (4)(b)(4)       Form of Assignment of        Incorporated by
                        Agreements made by RIHF,     reference to Exhibit
                        as Assignor, to State        4.24 to registrant's
                        Street Bank and Trust        Form S-4 Registration
                        Company of Connecticut,      Statement in File No.
                        National Association, as     33-50733.
                        Assignee, regarding RIH
                        Promissory Note.  

        (4)(b)(5)       Form of Assignment of        Incorporated by
                        Leases and Rents made by     reference to Exhibit
                        RIH, as Assignor, to         4.25 to registrant's
                        RIHF, as Assignee,           Form S-4 Registration
                        regarding RIH Promissory     Statement in File No.
                        Note.                        33-50733.

        (4)(b)(6)       Form of Assignment of        Incorporated by
                        Leases and Rents made by     reference to Exhibit
                        RIH, as Assignor, to         4.26 to registrant's
                        State Street Bank and        Form S-4 Registration
                        Trust Company of             Statement in File No.
                        Connecticut, National        33-50733.
                        Association, as
                        Assignee, regarding
                        Guaranty of RIHF
                        Mortgage Notes.  









                                        - 21 -<PAGE>

                     RESORTS INTERNATIONAL HOTEL FINANCING, INC.

                            Form 10-K for the fiscal year
                               ended December 31, 1995

                                    EXHIBIT INDEX

                                                     Reference to previous
        Exhibit                                      filing or page number
        Number          Exhibit                      in Form 10-K         

        (4)(b)(7)       Form of Assignment of        Incorporated by
                        Operating Assets made by     reference to Exhibit
                        RIH, as Assignor, to         4.28 to registrant's
                        State Street Bank and        Form S-4 Registration
                        Trust Company of             Statement in File No.
                        Connecticut, National        33-50733.
                        Association, as
                        Assignee, regarding
                        Guaranty of RIHF
                        Mortgage Notes.  

        (4)(b)(8)       Form of Assignment of        Incorporated by
                        Operating Assets made by     reference to Exhibit
                        RIH, as Assignor, to         4.34 to registrant's
                        RIHF, as Assignee,           Form S-4 Registration
                        regarding RIH Promissory     Statement in File No.
                        Note.                        33-50733.

        (4)(b)(9)       Form of Amended and          Incorporated by
                        Restated $125,000,000        reference to Exhibit A
                        RIH Promissory Note.         to Exhibit (4)(b)(1)
                                                     hereto.

        (4)(c)(1)       Form of Indenture            Incorporated by
                        between RIHF, as issuer,     reference to Exhibit
                        RIH, as guarantor, and       4.05 to registrant's
                        U.S. Trust Company of        Form S-4 Registration
                        California, N.A., as         Statement in File No.
                        trustee, with respect to     33-50733.
                        RIHF 11.375% Junior
                        Mortgage Notes due 2004. 


        (4)(c)(2)       Form of Mortgage between     Incorporated by
                        RIH and U.S. Trust           reference to Exhibit
                        Company of California,       4.29 to registrant's
                        N.A., securing Guaranty      Form S-4 Registration
                        of RIHF Junior Mortgage      Statement in File No.
                        Notes.                       33-50733.











                                        - 22 -<PAGE>

                     RESORTS INTERNATIONAL HOTEL FINANCING, INC.

                            Form 10-K for the fiscal year
                               ended December 31, 1995

                                    EXHIBIT INDEX

                                                     Reference to previous
        Exhibit                                      filing or page number
        Number          Exhibit                      in Form 10-K         

        (4)(c)(3)       Form of Mortgage between     Incorporated by
                        RIH and RIHF, securing       reference to Exhibit
                        RIH Junior Promissory        4.30 to registrant's
                        Note.                        Form S-4 Registration
                                                     Statement in File No.
                                                     33-50733.

        (4)(c)(4)       Form of Assignment of        Incorporated by
                        Agreements made by RIHF,     reference to Exhibit
                        as Assignor, to U.S.         4.31 to registrant's
                        Trust Company of             Form S-4 Registration
                        California, N.A., as         Statement in File No.
                        Assignee, regarding RIH      33-50733.
                        Junior Promissory Note.  

        (4)(c)(5)       Form of Assignment of        Incorporated by
                        Leases and Rents made by     reference to Exhibit
                        RIH, as Assignor, to         4.32 to registrant's
                        RIHF, as Assignee,           Form S-4 Registration
                        regarding RIH Junior         Statement in File No.
                        Promissory Note.             33-50733.

        (4)(c)(6)       Form of Assignment of        Incorporated by
                        Leases and Rents made by     reference to Exhibit
                        RIH, as Assignor, to         4.33 to registrant's
                        U.S. Trust Company of        Form S-4 Registration
                        California, N.A., as         Statement in File No.
                        Assignee, regarding          33-50733.
                        Guaranty of RIHF Junior
                        Mortgage Notes.  

        (4)(c)(7)       Form of Assignment of        Incorporated by
                        Operating Assets made by     reference to Exhibit
                        RIH, as Assignor, to         4.35 to registrant's
                        U.S. Trust Company of        Form S-4 Registration
                        California, N.A., as         Statement in File No.
                        Assignee, regarding the      33-50733.
                        Guaranty of the RIHF
                        Junior Mortgage Notes.  











                                        - 23 -<PAGE>

                     RESORTS INTERNATIONAL HOTEL FINANCING, INC.

                            Form 10-K for the fiscal year
                               ended December 31, 1995

                                    EXHIBIT INDEX

                                                     Reference to previous
        Exhibit                                      filing or page number
        Number          Exhibit                      in Form 10-K         

        (4)(c)(8)       Form of Assignment of        Incorporated by
                        Operating Assets made by     reference to Exhibit
                        RIH, as Assignor, to         4.27 to registrant's
                        RIHF, as Assignee,           Form S-4 Registration
                        regarding RIH Junior         Statement in File No.
                        Promissory Note.             33-50733.

        (4)(c)(9)       Form of Amended and          Incorporated by
                        Restated $35,000,000 RIH     reference to Exhibit A
                        Junior Promissory Note.      to Exhibit (4)(c)(1)
                                                     hereto.

        (10)(a)         Form of Intercreditor        Incorporated by
                        Agreement by and among       reference to Exhibit
                        RIHF, RIH, GGE, GGRI,        10.64 to registrant's
                        Inc., State Street Bank      Form S-4 Registration
                        and Trust Company of         Statement in File No.
                        Connecticut, National        33-50733.
                        Association, U.S. Trust
                        Company of California,
                        N.A. and any lenders
                        which provide additional
                        facilities.  

        (10)(b)(1)      Form of Note Purchase        Incorporated by
                        Agreement dated May 3,       reference to Exhibit
                        1994, among RIHF, GGE        10.65 to Form S-1
                        and RIH, and certain         Registration Statement
                        funds advised or managed     in File No. 33-53371.
                        by Fidelity Management &
                        Research Company with
                        respect to issuance of
                        Senior Facility Notes.  

        (10)(b)(2)      Revised term sheet for       Incorporated by
                        11.0% Senior Secured         reference to Exhibit
                        Loan due 2002 with RIHF      10.54 to registrant's
                        as issuer.                   Form S-4 Registration
                                                     Statement in File No.
                                                     33-50733.










                                        - 24 -<PAGE>

                     RESORTS INTERNATIONAL HOTEL FINANCING, INC.

                            Form 10-K for the fiscal year
                               ended December 31, 1995

                                    EXHIBIT INDEX

                                                     Reference to previous
        Exhibit                                      filing or page number
        Number          Exhibit                      in Form 10-K         

        (10)(b)(3)      Letter agreement dated       Incorporated by
                        February 27, 1995            reference to Exhibit
                        amending Exhibit             (10)(n)(3) to GGE's Form
                        (10)(b)(1) hereto.           10-K Annual Report for
                                                     the fiscal year ended
                                                     December 31, 1994, in
                                                     File No. 1-4748.

        (10)(c)         Form of Registration         Incorporated by
                        Rights Agreement dated       reference to Exhibit
                        as of April 29, 1994,        10.66 to Form S-1
                        among GGE, RIHF, RIH,        Registration Statement
                        Fidelity Management &        in File No. 33-53371.
                        Research Company and The
                        TCW Group, Inc.  

        (10)(d)         Form of Nominee              Incorporated by
                        Agreement between RIHF       reference to Exhibit
                        and RIH.                     10.57 to Form S-1
                                                     Registration Statement
                                                     in File No. 33-53371.

        (27)            Financial data schedule.     Page 26.



























                                        - 25 -<PAGE>