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SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549

FORM 10-Q

|    |  |                                                                                        
|--- |  | ---------------------------------------------------------------------------------------
|(X) |  | Quarterly report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934

For the quarterly period ended March 31,2002

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 0-14050

THE SANDS REGENT

---

(exact name of registrant as specified in charter)


|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|Nevada                                                         |  | 88-0201135                          
|                                                               |  |                                     
|(State or other jurisdiction of
incorporation or organization) |  | (I.R.S. Employer
Identification No.)
|                                                              
|345 North Arlington Avenue, Reno, Nevada                       |  | 89501                               
|                                                               |  |                                     
|(Address of principal executive offices)                       |  | (zip code)                          

Registrants telephone number, including area code (775) 348-2200

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 [   ]

On May 14, 2002, the registrant had outstanding 4,525,722 shares of its
common stock, $.10 par value.





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TABLE OF CONTENTS



|                             |                                                                                                |                                                                |  |  |  |  |  | 
|---------------------------- | ---------------------------------------------------------------------------------------------- | -------------------------------------------------------------- |  |  |  |  |  | 
|PART I FINANCIAL INFORMATION
|                             | Item 1. Financial Statements.                                                                 
|                             |                                                                                                | CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)             
|                             |                                                                                                | CONSOLIDATED BALANCE SHEETS (Unaudited)                       
|                             |                                                                                                | CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)             
|                             |                                                                                                | NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
|                             | ITEM 2. Managements Discussion and Analysis of Financial Condition and Results of Operations.
|                             | ITEM 3. Quantitative and Qualitative Disclosures About Market Risk.                           
|PART II OTHER INFORMATION   
|                             | Item 1. Legal Proceedings.                                                                    
|                             | Item 2. Changes in Securities.                                                                
|                             | Item 3. Defaults Upon Senior Securities.                                                      
|                             | Item 4. Submission of Matters to a Vote of Security Holders.                                  
|                             | Item 5. Other Information.                                                                    
|                             | Item 6. Exhibits and Reports on Form 8-K.                                                     
|SIGNATURES                  
|INDEX TO EXHIBITS           
|EXHIBIT 3(a)                



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##### Table of Contents



THE SANDS REGENT AND SUBSIDIARY

FORM 10-Q

TABLE OF CONTENTS

|                             |  |                                                                                       |  |         
|---------------------------- |  | ------------------------------------------------------------------------------------- |  | --------
|                             |  |                                                                                       |  | Page No.
|                             |  |                                                                                       |  |         
|PART I FINANCIAL INFORMATION
|Item 1.                      |  | Financial Statements                                                                  |  | 1  8   
|                             |  | Consolidated Statements of Operations                                                 |  | 1  2   
|                             |  | Consolidated Balance Sheets                                                           |  | 3  4   
|                             |  | Consolidated Statements of Cash Flows                                                 |  | 5  6   
|                             |  | Notes to Interim Consolidated Financial Statements                                    |  | 7  8   
|Item 2.                      |  | Managements Discussion and Analysis of Financial Condition
and Results of Operations |  | 9  13  
|Item 3.                      |  | Quantitative and Qualitative Disclosures About Market Risk                            |  | 13      
|PART II OTHER INFORMATION   
|Item 1.                      |  | Legal Proceedings                                                                     |  | 14      
|Item 2.                      |  | Changes in Securities                                                                 |  | 14      
|Item 3.                      |  | Defaults Upon Senior Securities                                                       |  | 14      
|Item 4.                      |  | Submission of Matters to a Vote of Security Holders                                   |  | 14      
|Item 5.                      |  | Other Information                                                                     |  | 14      
|Item 6.                      |  | Exhibits and Reports on Form 8-K                                                      |  | 14      
|SIGNATURES                   |  | 15                                                                                   





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##### Table of Contents






PART I FINANCIAL INFORMATION




Item 1. Financial Statements.




THE SANDS REGENT AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

|                                                             |                                                      |             |       |                 |   |                 |       |       |   |   |        |        |   |   |        |        |   | 
|------------------------------------------------------------ | ---------------------------------------------------- | ----------- | ----- | --------------- | - | --------------- | ----- | ----- | - | - | ------ | ------ | - | - | ------ | ------ | - | 
|                                                             |                                                      |             |       | THREE MONTHS    |   | NINE MONTHS    
|                                                             |                                                      |             |       | ENDED MARCH 31, |   | ENDED MARCH 31,
|                                                             |                                                      |             |       |                 |   |                
|(Dollars in thousands, except per share amounts)             |                                                      | 2001        |       | 2002            |   | 2001            |       | 2002 
|                                                             |                                                      |             |       |                 |   |                 |       |      
|Operating revenues:                                          |                                                      |             |       |                 |   |                 |       |       |   |   |        |        |   |   |        |       
|                                                             | Gaming                                               |             | $     | 5,238           |   |                 | $     | 5,248 |   |   | $      | 16,109 |   |   | $      | 15,376 |  
|                                                             | Lodging                                              |             |       | 1,723           |   |                 |       | 1,485 |   |   |        | 6,456  |   |   |        | 5,934  |  
|                                                             | Food and beverage                                    |             |       | 1,072           |   |                 |       | 1,316 |   |   |        | 4,064  |   |   |        | 4,063  |  
|                                                             | Other                                                |             |       | 347             |   |                 |       | 352   |   |   |        | 1,048  |   |   |        | 1,061  |  
|                                                             |                                                      |             |       |                 |   |                 |       |       |   |   |        |        |   |   |        |       
|                                                             |                                                      |             | 8,380 |                 |   |                 | 8,401 |       |   |   | 27,677 |        |   |   | 26,434 |       
|Less complimentary lodging, food
and beverage included above |                                                      |             | 522   |                 |   |                 | 850   |       |   |   | 1,692  |        |   |   | 2,366  |       
|                                                             |                                                      |             |       |                 |   |                 |       |       |   |   |        |        |   |   |        |       
|                                                             |                                                      |             | 7,858 |                 |   |                 | 7,551 |       |   |   | 25,985 |        |   |   | 24,068 |       
|                                                             |                                                      |             |       |                 |   |                 |       |       |   |   |        |        |   |   |        |       
|Operating costs and expenses:                                |                                                      |             |       |                 |   |                 |       |       |   |   |        |        |   |   |        |       
|                                                             | Gaming                                               |             |       | 2,621           |   |                 |       | 2,585 |   |   |        | 7,779  |   |   |        | 7,628  |  
|                                                             | Lodging                                              |             |       | 1,008           |   |                 |       | 934   |   |   |        | 3,300  |   |   |        | 2,970  |  
|                                                             | Food and beverage                                    |             |       | 739             |   |                 |       | 771   |   |   |        | 3,281  |   |   |        | 2,418  |  
|                                                             | Other                                                |             |       | 132             |   |                 |       | 135   |   |   |        | 423    |   |   |        | 434    |  
|                                                             | Maintenance and utilities                            |             |       | 846             |   |                 |       | 905   |   |   |        | 2,465  |   |   |        | 2,599  |  
|                                                             | General and administrative                           |             |       | 1,760           |   |                 |       | 1,621 |   |   |        | 5,214  |   |   |        | 5,170  |  
|                                                             | Depreciation and amortization                        |             |       | 749             |   |                 |       | 754   |   |   |        | 2,202  |   |   |        | 2,316  |  
|                                                             |                                                      |             |       |                 |   |                 |       |       |   |   |        |        |   |   |        |       
|                                                             |                                                      |             | 7,855 |                 |   |                 | 7,705 |       |   |   | 24,664 |        |   |   | 23,535 |       
|                                                             |                                                      |             |       |                 |   |                 |       |       |   |   |        |        |   |   |        |       
|Income (loss) from operations                                |                                                      |             | 3     |                 |   |                 | (154  | )     |   |   | 1,321  |        |   |   | 533    |       
|                                                             |                                                      |             |       |                 |   |                 |       |       |   |   |        |        |   |   |        |       
|Other income (deductions):                                   |                                                      |             |       |                 |   |                 |       |       |   |   |        |        |   |   |        |       
|                                                             | Interest and other income                            |             |       | 98              |   |                 |       | 25    |   |   |        | 356    |   |   |        | 156    |  
|                                                             | Interest and other expense                           |             |       | (249            | ) |                 |       | (270  | ) |   |        | (863   | ) |   |        | (843   | )
|                                                             | Gain (loss) on disposition of
property and equipment |             |       |                |   |                 |       | (183  | ) |   |        | (57    | ) |   |        | (119   | )
|                                                             |                                                      |             |       |                 |   |                 |       |       |   |   |        |        |   |   |        |       
|                                                             |                                                      |             | (151  | )               |   |                 | (428  | )     |   |   | (564   | )      |   |   | (806   | )     
|                                                             |                                                      |             |       |                 |   |                 |       |       |   |   |        |        |   |   |        |       
|Income (loss) before income taxes                            |                                                      |             | (148  | )               |   |                 | (582  | )     |   |   | 757    |        |   |   | (273   | )     
|Income tax (provision) benefit                               |                                                      |             | 58    |                 |   |                 | 203   |       |   |   | (235   | )      |   |   | 110    |       
|                                                             |                                                      |             |       |                 |   |                 |       |       |   |   |        |        |   |   |        |       
|Net income (loss)                                            |                                                      | $           | (90   | )               |   | $               | (379  | )     |   | $ | 522    |        |   | $ | (163   | )     
|                                                             |                                                      |             |       |                 |   |                 |       |       |   |   |        |        |   |   |        |       
|                                                             |                                                      | (continued) |       |                 |   |                 |       |       |   |   |        |        |   |   |        |        |   | 

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

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##### Table of Contents



THE SANDS REGENT AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

|                                     |         |                 |   |                 |   |      |   |           |   |  |   |           |  |  |   |           |  
|------------------------------------ | ------- | --------------- | - | --------------- | - | ---- | - | --------- | - |  | - | --------- |  |  | - | --------- | -
|(Dollars in thousands,               |         | THREE MONTHS    |   | NINE MONTHS    
|except per share amounts)            |         | ENDED MARCH 31, |   | ENDED MARCH 31,
|                                     |         |                 |   |                
|(continued)                          |         | 2001            |   | 2002            |   | 2001 |   | 2002     
|                                     |         |                 |   |                 |   |      |   |          
|Net income (loss) per share:         |         |                 |   |                 |   |      |   |           |   |  |   |           |  |  |   |          
|                                     | Basic   |                 | $ | (.02            | ) |      | $ | (.08      | ) |  | $ | .12       |  |  | $ | (.04      | )
|                                     |         |                 |   |                 |   |      |   |           |   |  |   |           |  |  |   |          
|                                     | Diluted |                 | $ | (.02            | ) |      | $ | (.08      | ) |  | $ | .11       |  |  | $ | (.04      | )
|                                     |         |                 |   |                 |   |      |   |           |   |  |   |           |  |  |   |          
|Weighted average shares outstanding: |         |                 |   |                 |   |      |   |           |   |  |   |           |  |  |   |          
|                                     | Basic   |                 |   | 4,500,655       |   |      |   | 4,525,722 |   |  |   | 4,499,029 |  |  |   | 4,525,722 |  
|                                     |         |                 |   |                 |   |      |   |           |   |  |   |           |  |  |   |          
|                                     | Diluted |                 |   | 4,500,655       |   |      |   | 4,525,722 |   |  |   | 4,750,700 |  |  |   | 4,525,722 |  
|                                     |         |                 |   |                 |   |      |   |           |   |  |   |           |  |  |   |          

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

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THE SANDS REGENT AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS (Unaudited)

|                        |                                                                                 |                      |        |          |        |           |        |        |        | 
|----------------------- | ------------------------------------------------------------------------------- | -------------------- | ------ | -------- | ------ | --------- | ------ | ------ | ------ | 
|                        |                                                                                 |                      |        | JUNE 30, |        | MARCH 31,
|(Dollars in thousands)  |                                                                                 | 2001                 |        | 2002    
|                        |                                                                                 |                      |        |         
|ASSETS                 
|CURRENT ASSETS:         |                                                                                 |                      |        |          |        |           |        |       
|                        | Cash and cash equivalents                                                       |                      | $      | 10,150   |        |           | $      | 9,129  |       
|                        | Short-term investments                                                          |                      |        | 10       |        |           |        | 20     |       
|                        | Accounts and notes receivable less allowance
for possible losses of $54 and $39 |                      |        | 551      |        |           |        | 279    |       
|                        | Note receivable, sale of subsidiaries                                           |                      |        | 180      |        |           |        | 180    |       
|                        | Inventories                                                                     |                      |        | 644      |        |           |        | 549    |       
|                        | Federal income tax refund receivable                                            |                      |        | 7        |        |           |        | 261    |       
|                        | Prepaid expenses and other assets                                               |                      |        | 1,052    |        |           |        | 925    |       
|                        |                                                                                 |                      |        |          |        |           |        |       
|                        |                                                                                 | Total current assets |        |          | 12,594 |           |        |        | 11,343 | 
|PROPERTY AND EQUIPMENT: |                                                                                 |                      |        |          |        |           |        |       
|                        | Land                                                                            |                      |        | 8,487    |        |           |        | 8,487  |       
|                        | Buildings and improvements                                                      |                      |        | 38,785   |        |           |        | 38,944 |       
|                        | Equipment, furniture and fixtures                                               |                      |        | 18,802   |        |           |        | 18,198 |       
|                        | Construction in progress                                                        |                      |        | 261      |        |           |        | 1,503  |       
|                        |                                                                                 |                      |        |          |        |           |        |       
|                        |                                                                                 |                      | 66,335 |          |        |           | 67,132 |       
|                        | Less accumulated depreciation
and amortization                                  |                      |        | 32,137   |        |           |        | 32,718 |       
|                        |                                                                                 |                      |        |          |        |           |        |       
|                        |                                                                                 |                      | 34,198 |          |        |           | 34,414 |       
|OTHER ASSETS:           |                                                                                 |                      |        |          |        |           |        |       
|                        | Note receivable, sale of subsidiaries, net                                      |                      |        | 669      |        |           |        | 279    |       
|                        | Other                                                                           |                      |        | 422      |        |           |        | 981    |       
|                        |                                                                                 |                      |        |          |        |           |        |       
|                        |                                                                                 |                      | 1,091  |          |        |           | 1,260  |       
|                        |                                                                                 |                      |        |          |        |           |        |       
|                        |                                                                                 | Total assets         |        | $        | 47,883 |           |        | $      | 47,017 | 
|                        |                                                                                 |                      |        |          |        |           |        |       

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

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THE SANDS REGENT AND SUBSIDIARY

CONSOLIDATED BALANCE SHEETS (Unaudited)

|                                      |                                                                                     |                                            |        |           |        |  |        |         |        | 
|------------------------------------- | ----------------------------------------------------------------------------------- | ------------------------------------------ | ------ | --------- | ------ |  | ------ | ------- | ------ | 
|(Dollars in thousands)                |                                                                                     | JUNE 30,                                   |        | MARCH 31,
|(continued)                           |                                                                                     | 2001                                       |        | 2002     
|                                      |                                                                                     |                                            |        |          
|LIABILITIES AND STOCKHOLDERS EQUITY 
|CURRENT LIABILITIES:                  |                                                                                     |                                            |        |           |        |  |        |        
|                                      | Accounts payable                                                                    |                                            | $      | 2,257     |        |  | $      | 2,071   |       
|                                      | Accrued salaries, wages and benefits                                                |                                            |        | 1,435     |        |  |        | 1,082   |       
|                                      | Other accrued expenses                                                              |                                            |        | 192       |        |  |        | 211     |       
|                                      | Deferred federal income tax liability                                               |                                            |        | 144       |        |  |        | 143     |       
|                                      | Current maturities of long-term debt                                                |                                            |        | 181       |        |  |        | 3       |       
|                                      |                                                                                     |                                            |        |           |        |  |        |        
|                                      |                                                                                     | Total current liabilities                  |        |           | 4,209  |  |        |         | 3,510  | 
|LONG-TERM DEBT                        |                                                                                     |                                            | 10,000 |           |        |  | 10,011 |        
|DEFERRED FEDERAL INCOME TAX LIABILITY |                                                                                     |                                            | 1,055  |           |        |  | 1,040  |        
|                                      |                                                                                     |                                            |        |           |        |  |        |        
|                                      |                                                                                     | Total liabilities                          |        |           | 15,264 |  |        |         | 14,561 | 
|                                      |                                                                                     |                                            |        |           |        |  |        |        
|STOCKHOLDERS EQUITY:                 |                                                                                     |                                            |        |           |        |  |        |        
|                                      | Preferred stock, $.10 par value, 5,000,000
shares authorized, none issued           |                                            |        |          |        |  |        |        |       
|                                      | Common stock, $.10 par value, 20,000,000
shares authorized, 6,928,722 shares
issued |                                            |        | 693       |        |  |        | 693     |       
|                                      | Additional paid-in capital                                                          |                                            |        | 12,777    |        |  |        | 12,777  |       
|                                      | Retained earnings                                                                   |                                            |        | 41,507    |        |  |        | 41,344  |       
|                                      |                                                                                     |                                            |        |           |        |  |        |        
|                                      |                                                                                     |                                            | 54,977 |           |        |  | 54,814 |        
|                                      | Treasury stock, at cost, 2,403,000 shares                                           |                                            |        | (22,358   | )      |  |        | (22,358 | )     
|                                      |                                                                                     |                                            |        |           |        |  |        |        
|                                      |                                                                                     | Total stockholders equity                 |        |           | 32,619 |  |        |         | 32,456 | 
|                                      |                                                                                     |                                            |        |           |        |  |        |        
|                                      |                                                                                     | Total liabilities and stockholders
equity |        | $         | 47,883 |  |        | $       | 47,017 | 
|                                      |                                                                                     |                                            |        |           |        |  |        |        

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

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##### Table of Contents






THE SANDS REGENT AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

|                                          |                                                                                          |                                                       |        |                   |       |   |        |        |       |  
|----------------------------------------- | ---------------------------------------------------------------------------------------- | ----------------------------------------------------- | ------ | ----------------- | ----- | - | ------ | ------ | ----- | -
|                                          |                                                                                          |                                                       |        | NINE MONTHS ENDED
|                                          |                                                                                          |                                                       |        | MARCH 31,        
|                                          |                                                                                          |                                                       |        |                  
|(Dollars in thousands)                    |                                                                                          | 2001                                                  |        | 2002             
|                                          |                                                                                          |                                                       |        |                  
|OPERATING ACTIVITIES:                     |                                                                                          |                                                       |        |                   |       |   |        |       
|                                          | Net income (loss)                                                                        |                                                       | $      | 522               |       |   | $      | (163   | )    
|                                          | Adjustments to reconcile net income
(loss) to net cash provided by
operating activities: |                                                       |        |                   |       |   |        |        |      
|                                          |                                                                                          | Depreciation and amortization                         |        |                   | 2,202 |   |        |        | 2,316 |  
|                                          |                                                                                          | Loss on sale of property
and equipment                |        |                   | 57    |   |        |        | 119   |  
|                                          |                                                                                          | Decrease in accounts and notes
receivable             |        |                   | 70    |   |        |        | 272   |  
|                                          |                                                                                          | Decrease in inventories                               |        |                   | 24    |   |        |        | 95    |  
|                                          |                                                                                          | Decrease in prepaid expenses
and other current assets |        |                   | 206   |   |        |        | 127   |  
|                                          |                                                                                          | (Increase) decrease in other assets                   |        |                   | 8     |   |        |        | (559  | )
|                                          |                                                                                          | (Decrease) in accounts payable                        |        |                   | (243  | ) |        |        | (451  | )
|                                          |                                                                                          | Increase (decrease) in accrued expenses               |        |                   | 191   |   |        |        | (334  | )
|                                          |                                                                                          | Change in federal income taxes
payable/receivable     |        |                   | (436  | ) |        |        | (254  | )
|                                          |                                                                                          | Change in deferred federal
income taxes               |        |                   | (6    | ) |        |        | (16   | )
|                                          |                                                                                          |                                                       |        |                   |       |   |        |       
|NET CASH PROVIDED BY OPERATING ACTIVITIES |                                                                                          |                                                       | 2,595  |                   |       |   | 1,152  |       
|                                          |                                                                                          |                                                       |        |                   |       |   |        |       
|INVESTING ACTIVITIES:                     |                                                                                          |                                                       |        |                   |       |   |        |       
|                                          | Purchase of short-term investments                                                       |                                                       |        | (200              | )     |   |        | (10    | )    
|                                          | Sale and maturity of short-term
investments                                              |                                                       |        | 843               |       |   |        |       |      
|                                          | Payments received on note receivable                                                     |                                                       |        | 393               |       |   |        | 390    |      
|                                          | Additions to property and equipment                                                      |                                                       |        | (3,674            | )     |   |        | (2,274 | )    
|                                          | Payment of accounts payable on prior
period purchases of property and
equipment          |                                                       |        | (411              | )     |   |        | (186   | )    
|                                          | Proceeds from sale of property and
equipment                                             |                                                       |        | 20                |       |   |        | 89     |      
|                                          |                                                                                          |                                                       |        |                   |       |   |        |       
|NET CASH USED IN INVESTING ACTIVITIES     |                                                                                          |                                                       | (3,029 | )                 |       |   | (1,991 | )     
|                                          |                                                                                          |                                                       |        |                   |       |   |        |       

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

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THE SANDS REGENT AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (continued)

|                                               |                                                     |      |                   |      |   |   |        |      |  
|---------------------------------------------- | --------------------------------------------------- | ---- | ----------------- | ---- | - | - | ------ | ---- | -
|                                               |                                                     |      | NINE MONTHS ENDED
|                                               |                                                     |      | MARCH 31,        
|                                               |                                                     |      |                  
|(Dollars in thousands)                         |                                                     | 2001 |                   | 2002
|                                               |                                                     |      |                   |     
|FINANCING ACTIVITIES:                          |                                                     |      |                   |      |   |   |        |     
|                                               | Payments on long-term debt                          |      |                   | (213 | ) |   |        | (182 | )
|                                               | Issuance of common stock                            |      |                   | 3    |   |   |        |     |  
|                                               |                                                     |      |                   |      |   |   |        |     
|NET CASH USED IN FINANCING ACTIVITIES          |                                                     |      | (210              | )    |   |   | (182   | )   
|                                               |                                                     |      |                   |      |   |   |        |     
|(DECREASE) IN CASH AND CASH EQUIVALENTS        |                                                     |      | (644              | )    |   |   | (1,021 | )   
|CASH AND CASH EQUIVALENTS, BEGINNING OF
PERIOD |                                                     |      | 9,186             |      |   |   | 10,150 |     
|                                               |                                                     |      |                   |      |   |   |        |     
|CASH AND CASH EQUIVALENTS, END OF PERIOD       |                                                     | $    | 8,542             |      |   | $ | 9,129  |     
|                                               |                                                     |      |                   |      |   |   |        |     
|SUPPLEMENTAL CASH FLOW INFORMATION:            |                                                     |      |                   |      |   |   |        |     
|                                               | Property and equipment acquired by
long-term debt   |      |                   |     |   |   | $      | 15   |  
|                                               |                                                     |      |                   |      |   |   |        |     
|                                               | Property and equipment acquired by
accounts payable |      | $                 | 607  |   |   | $      | 451  |  
|                                               |                                                     |      |                   |      |   |   |        |     
|                                               | Interest paid, net of amount capitalized            |      | $                 | 756  |   |   | $      | 843  |  
|                                               |                                                     |      |                   |      |   |   |        |     
|                                               | Federal income taxes paid                           |      | $                 | 678  |   |   | $      | 160  |  
|                                               |                                                     |      |                   |      |   |   |        |     

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

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THE SANDS REGENT AND SUBSIDIARY

NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

NINE MONTHS ENDED MARCH 31, 2002 AND 2001

NOTE 1  BASIS OF PREPARATION

These statements should be read in connection with the 2001 Annual Report
heretofore filed with the Securities and Exchange Commission as Exhibit 13 to
the Registrants Form 10-K for the year ended June 30, 2001. The accounting
policies utilized in the preparation of the financial information herein are
the same as set forth in such annual report except as modified for interim
accounting policies which are within the guidelines set forth in Accounting
Principles Board Opinion No. 28.

The Consolidated Balance Sheet at June 30, 2001 has been taken from the
audited financial statements at that date. The interim consolidated financial
information is unaudited. In the opinion of management, all adjustments,
consisting only of normal recurring accruals, necessary to present fairly the
financial condition as of March 31, 2002 and the results of operations and cash
flows for the three and nine months ended March 31, 2002 and 2001 have been
included. Interim results of operations are not necessarily indicative of the
results of operations for the full year.

The accompanying Consolidated Financial Statements include the accounts of
the Company and its wholly owned subsidiary Zante, Inc. (Zante) (together the
Company). Zante owns and operates the Sands Regency Casino/Hotel in Reno,
Nevada.

NOTE 2  EARNINGS PER SHARE

The weighted average number of shares outstanding for the calculation of
diluted earnings per share, for the nine month period ended March 31, 2001,
included the dilutive effect of Company stock options to purchase common stock.
Options to purchase 22,500 shares of the Companys common stock were not
included because the exercise price exceeded the average market price. For the
three month periods ended March 31, 2002 and 2001, and for the nine months
ended March 31, 2002, options to purchase 637,000, 655,500 and 637,000 shares,
respectively, were not included because the Company incurred a net loss for
such periods.

NOTE 3  ACQUISITION

The Company entered into a series of agreements in December 2001 to acquire
the Gold Ranch Casino and RV Resort in Verdi, Nevada through a new wholly owned
subsidiary. Such operations consist of a 8,000 square foot casino with
approximately 300 slot machines, 2 restaurants, 2 bars, a 100 space RV Park, a
California lottery station and an ARCO gas station. Completion of the
transaction is subject to several conditions including financing and approval
by the Nevada Gaming Authorities which is expected in Spring 2002. The purchase
price is based on a multiple of EBITDA (earnings before interest, taxes,
depreciation and amortization) and is to be paid in a combination of cash,
Company stock and debt.

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THE SANDS REGENT AND SUBSIDIARY

NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

NINE MONTHS ENDED MARCH 31, 2002 AND 2001

NOTE 4  RECENT PRONOUNCEMENTS OF THE FINANCIAL ACCOUNTING STANDARDS BOARD (FASB) AND OTHER AUTHORITATIVE ACCOUNTING PRONOUNCEMENTS

In June 2001, the FASB issued two new Statements of Financial Accounting
Standards (SFASs), SFAS No. 141 entitled Business Combinations and SFAS
No. 142 entitled Goodwill and Other Intangible Assets. Together these
statements will change the accounting for business combinations and goodwill.
SFAS No. 141 requires the purchase method of accounting for all business
combinations initiated after June 30, 2001 and eliminates the
pooling-of-interest method. SFAS No. 142 changes the accounting for goodwill
and indefinite lived intangible assets from an amortization method to an
impairment only approach. Thus, amortization of goodwill, including goodwill
recorded in past business combinations, will cease upon the adoption of SFAS
No. 142. Amortization will still be required for identifiable intangible assets
with finite lives. The Company is required to adopt SFAS No. 142 at the
beginning of its fiscal 2003 year but earlier adoption is permitted. The
Company has adopted the provisions of SFAS No. 141 in fiscal 2002 and will
adopt the provisions of SFAS No. 142 on July 1, 2002. The Company does not
anticipate that the adoption of SFAS No. 142 will have a material impact on the
consolidated financial statements.

Also in June 2001, the FASB issued SFAS No. 143, Accounting for Asset
Retirement Obligations, which is effective for financial statements issued for
fiscal years beginning after June 15, 2002. This statement establishes
accounting standards for the recognition and measurement of a liability for an
asset retirement obligation and the associated asset retirement costs. The
Company does not anticipate that the adoption of SFAS No. 143 will have a
material impact on the consolidated financial statements.

In August 2001, the FASB issued SFAS No. 144, Accounting for the
Impairment or Disposal of Long-Lived Assets, which is effective for financial
statements for fiscal years beginning after December 15, 2001, and the interim
periods within those fiscal years. This statement addresses financial
accounting and reporting for impairment of long-lived assets and for long-lived
assets to be disposed of, and supercedes SFAS No. 121, Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of.
The Company does not anticipate that the adoption of SFAS No. 144 will have a
material impact on the consolidated financial statements.

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

Results of operations  Three months ended March 31, 2002 compared to three months ended March 31, 2001

In the three months ended March 31, 2002, compared to the three months
ended March 31, 2001, revenues decreased to $7.6 million from $7.9 million. For
the same comparable quarters, income from operations declined from $3,000 in
the third quarter of fiscal 2001 to a loss from operations of $154,000 in the
third quarter of fiscal 2002. Net loss also increased from a net loss of
$90,000, or loss per share of $.02 in the March 2001 quarter to a net loss of
$379,000, or loss per share of $.08 in the March 2002 quarter.

The declines in revenue and income from operations and the increase in the
net loss are primarily a result of a decrease in the hotel daily average room
rate. Lower rates are being offered to increase demand as a result of a
weakening in the tourism market. This is due, in part, to a weakening in the
California economy, increased energy costs and the catastrophic events of
September 11, 2001. Further, fiscal 2002 is the one year out of three without a
city wide major bowling event which, in other years, starts in late winter and
lasts four to five months.

The decline in lodging revenue of $238,000, in the third quarter of fiscal
2002 versus the third quarter of fiscal 2001, is due to a decline in the daily
average room rate from approximately $29 to $25. Hotel occupancy was
approximately the same at 80.5% in the quarter ended March 2002 versus 80% in
the quarter ended March 2001.

Gaming revenue was approximately the same at $5.2 million in the March 31,
2002 and 2001 quarters. In the March 2002 quarter, bingo revenue increased by
approximately $170,000 as a result of a decrease in bingo operations by Reno
area competitors. This increase was partially offset by a slight decline in
slot revenue of approximately $88,000 and a decline in slot route revenue.

The $244,000 increase in food and beverage revenue, in the three months
ended March 31, 2002, compared to the three months ended March 31, 2001, is due
to an increase in beverage revenue. This increase is due to the increase in
departmental transfer pricing for complimentary beverages.

The increase in complimentary lodging, food and beverage of $328,000 is
primarily due to an increase in transfer pricing for beverages provided to
guests on a complimentary basis.

Gaming costs and expenses, as a percentage of related gaming revenue,
remained relatively constant at slightly above 48% for the March 2002 and 2001
quarters.

The decrease in lodging costs and expenses of $74,000, in the third quarter
of fiscal 2002 compared to the same quarter in fiscal 2001, is primarily due to
a slight decrease in various expense items.

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Results of operations  Three months ended March 31, 2002 compared to
three months ended March 31, 2001 (continued)

The $59,000 increase in maintenance and utilities costs and expenses in
the three months ended March 31, 2002, compared to the three months ended March
31, 2001, primarily consists of an increase in utility expense.

The decrease in general and administrative costs and expenses from $1.8
million in the March 2001 quarter to $1.6 million in the March 2002 quarter is
due to a decrease in estimated Company performance based compensation.

The decrease in interest and other income of $73,000, in the three months
ended March 31, 2002 versus the three months ended March 31, 2001, is primarily
due to lower interest rates earned on excess invested funds. This is a result
of the overall reduction in market interest rates.

The loss on disposition of property and equipment of $183,000 in the March
2002 quarter is primarily due to the write-off of the undepreciated cost of a
slot accounting and player tracking system that was replaced in late calendar
2001.

EBITDA declined from $850,000 in the three months ended March 31, 2001 to
$625,000 in the three months ended March 31, 2002. EBITDA includes earnings
before: depreciation and amortization, interest expense, income taxes and any
gain (loss) on the disposal of property. EBITDA is not a calculation determined
pursuant to generally accepted accounting principles and is not an alternative
to operating income or net income and is not a measure of liquidity. Since not
all companies calculate this measure in the same manner, the Companys EBITDA
measure may not be comparable to similarly titled measures reported by other
companies. The Company presents EBITDA as a supplemental disclosure to
facilitate a more complete analysis of the Companys financial performance. The
Company believes that this disclosure enhances the understanding of the
financial performance of a company with substantial interest expense,
depreciation and amortization.

Results of operations  First nine months of fiscal 2002 compared to first
nine months of fiscal 2001

In the nine months ended March 31, 2002, compared to the nine months ended
March 31, 2001, revenues decreased to $24.1 million from $26.0 million. For the
same comparable nine month periods, income from operations decreased from $1.3
million to $533,000 and net income decreased from $522,000, or $.11 per diluted
share, to a net loss of $163,000, or loss per share of $.04.

The declines in revenue, income from operations and net income are
primarily a result of a decrease in hotel occupancy at a slightly lower daily
average room rate offered to increase demand due to a weakening in the tourism
market. This is due, in part, to the catastrophic events of September 11, 2001,
a weakening in the California economy and increased energy costs. Further,
fiscal 2002 is the one year out of three without a city wide major bowling
event which, in other years, starts in late winter and lasts four to five
months.

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Results of operations  First nine months of fiscal 2002 compared to first
nine months of fiscal 2001 (continued)

Lodging revenue decreased from $6.5 million in the nine months ended March
31, 2001 to $5.9 million in the nine months ended March 31, 2002. This decrease
is due to a decline in hotel occupancy and in the average daily rate. Hotel
occupancy declined from 84% in the March 31, 2001 nine months to 80% in March
31, 2002 nine months. For the same comparable periods, the average daily room
rate decreased from approximately $33 to approximately $32.

Gaming revenue declined to $15.4 million in the nine months ended March 31,
2002 versus $16.1 million in the nine months ended March 31, 2001. This
decrease includes an increase in bingo revenue of approximately $194,000 as a
result of a decrease in bingo operations by Reno area competitors. This
increase was offset by decreases in other gaming revenue primarily due to the
decline in hotel occupancy.

Food and beverage revenue was approximately the same in the nine months
ended March 31, 2002 and 2001. In the nine months ended March 31, 2002, revenue
from food operations declined by approximately $543,000 due to the elimination
in mid-October 2000, of a 24-hour restaurant operated by the Company. Upon the
closing of such restaurant, an Original Mels diner was opened on the premises
which is operated by a third party. This decrease in food revenue was offset by
an increase in beverage revenue due to the increase in departmental transfer
pricing for complimentary beverages.

The increase in complimentary lodging, food and beverage of $674,000 is
primarily due to an increase in transfer pricing for beverages provided to
guests on a complimentary basis.

Gaming costs and expenses decreased by approximately $151,000 in the nine
months ended March 31, 2002 versus the nine months ended March 31, 2001. This
decrease is related to the associated decrease in gaming revenue.

The decrease in lodging costs and expenses of $330,000, in the third
quarter of fiscal 2002 compared to the third quarter of fiscal 2001, is
primarily due to the decrease in hotel occupancy.

The decrease in food and beverage costs and expenses from $3.3 million in
the nine months ended March 31, 2001 to $2.4 million in the nine months ended
March 31, 2002 is due to the elimination, in mid-October 2000, of a 24-hour
restaurant operated by the Company as previously discussed.

The $134,000 increase in maintenance and utilities costs and expenses in
the nine months ended March 31, 2002, compared to the nine months ended March
31, 2001, is due to an increase in utility costs.

The slight decrease in general and administrative costs and expenses of
$44,000 consists of a decrease in estimated Company performance based
compensation of approximately $207,000. This decrease was partially offset by
an increase in advertising and promotional activities intended to maintain and
improve occupancy and customer gaming activities.

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Results of operations  First nine months of fiscal 2002 compared to first
nine months of fiscal 2001 (continued)

The decrease in interest and other income of $200,000, in the nine months
ended March 31, 2002 versus the nine months ended March 31, 2001, is primarily
due to lower interest rates earned on excess invested funds. This is a result
of the overall reduction in market interest rates.

The loss on disposition of property and equipment of $119,000 in the nine
months ended March 31, 2002 is primarily due to the write-off of the net book
value of a slot accounting and player tracking system that was replaced in late
calendar 2001.

EBITDA declined from $3.9 million in the nine months ended March 31, 2001
to $3.0 million in the nine months ended March 31, 2002. EBITDA includes
earnings before: depreciation and amortization, interest expense, income taxes
and any gain (loss) on the disposal of property. EBITDA is not a calculation
determined pursuant to generally accepted accounting principles and is not an
alternative to operating income or net income and is not a measure of
liquidity. Since not all companies calculate this measure in the same manner,
the Companys EBITDA measure may not be comparable to similarly titled measures
reported by other companies. The Company presents EBITDA as a supplemental
disclosure to facilitate a more complete analysis of the Companys financial
performance. The Company believes that this disclosure enhances the
understanding of the financial performance of a company with substantial
interest expense, depreciation and amortization.

Capital resources and liquidity

During the nine months ended March 31, 2002, the Company expended
approximately $2.3 million on the purchase and addition of property and
equipment. This included the renovation of the remaining one-third of the
Companys hotel rooms and the replacement of the slot accounting and player
marketing system.

In the fourth quarter of fiscal 2002, the Company anticipates expending
approximately $2.4 million in cash to complete the acquisition of Gold Ranch
Casino and R.V. Resort as more fully described on the Companys Form 8-K, dated
December 27, 2001, and filed with the Securities and Exchange Commission on
January 10, 2002.

Other than above, there were no material changes in The Sands Regents
financial condition nor were there any substantive changes relative to matters
discussed in the Capital Resources and Liquidity section of Managements
Discussion and Analysis of Financial Condition and Results of Operations as
presented in the 2001 Annual Report appearing as Exhibit 13 to the Companys
Form 10-K for the year ended June 30, 2001.

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Cautionary statement for purposes of the Safe Harbor provisions of the
Private Securities Litigation Reform Act of 1995

The foregoing Managements Discussion and Analysis of Financial Condition
and Results of Operations contains various forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended, which represent
the Companys expectations or beliefs concerning future events. Such statements
are identified by the words anticipates, believes, expects, intends,
future, or words of similar import. Various important factors that could
cause actual results to differ materially from those in the forward-looking
statements include, without limitation, the following: increased competition in
existing markets or the opening of new gaming jurisdictions; a decline in the
public acceptance of gaming; the limitation, conditioning or suspension of any
of the Companys gaming licenses; increases in or new taxes imposed on gaming
revenues or gaming devices; a finding of unsuitability by regulatory
authorities with respect to the Companys officers, directors or key employees;
loss or retirement of key executives; significant increases in fuel or
transportation prices; adverse economic conditions in the Companys key
markets; severe and unusual weather in the Companys key markets and adverse
results of significant litigation matters.




ITEM 3. Quantitative and Qualitative
Disclosures About Market Risk.



| |  |  | NOT APPLICABLE
| |  |  | --------------

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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.

NONE




Item 5. Other Information.

NONE




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



| | (a) |  | Exhibits
| | --- |  | --------

| |      |                                                                                                                                                                    
| | ---- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | 3(a) | Amendment to Section 4.15 of Article IV of the Amended and
Restated Code of Bylaws, as amended, of The Sands Regent, a
Nevada corporation, dated February 11, 2002.



| | (b) |  | Reports on Form 8-K:                                                                                                                 
| | --- |  | -------------------------------------------------------------------------------------------------------------------------------------
|
| |     |  | Form 8-K dated December 28, 2001, filed on January 10, 2002; Includes
reporting under Item 5  Other Events and Item 7(c)  Exhibits.

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SIGNATURES

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

|                   |                                                                                        |                  
|------------------ | -------------------------------------------------------------------------------------- | -----------------
|                   | THE SANDS REGENT
(Registrant)                                                         
|                  
|Date: May 14, 2002 | By                                                                                     | /S/ David R. Wood
|                   |                                                                                       
|                   | David R. Wood, Executive Vice President and
Principal Accounting and Financial Officer

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INDEX TO EXHIBITS

|        |  |                                                                                                                                                                    |  |              |  | 
|------- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------ |  | ------------ |  | 
|        |  |                                                                                                                                                                    |  | Sequentially
|Exhibit |  |                                                                                                                                                                    |  | Numbered    
|Number  |  |                                                                                                                                                                    |  | Page        
|        |  |                                                                                                                                                                    |  |             
|3(a)    |  | Amendment to Section 4.15 of Article IV of
the Amended and Restated Code of Bylaws, as
amended, of The Sands Regent, a Nevada
corporation, dated February 11, 2002