<PAGE>

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

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                             ---------------------

                                  FORM 10-K/A
                                AMENDMENT NO. 1

<Table>
<C>          <S>
 (Mark One)
    [X]      ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
             SECURITIES EXCHANGE ACT OF 1934



             FOR THE FISCAL YEAR ENDED OCTOBER 31, 2001



                                   OR




    [ ]      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
             SECURITIES EXCHANGE ACT OF 1934
</Table>

                         COMMISSION FILE NUMBER 0-16448
                          HOLIDAY RV SUPERSTORES, INC.
             (Exact Name of Registrant as Specified in Its Charter)

<Table>
<S>                                            <C>
                   DELAWARE                                      59-1834763
       (State or Other Jurisdiction of                        (I.R.S. Employer
        Incorporation or Organization)                      Identification No.)

           200 EAST BROWARD BLVD.,                                 33301
                  SUITE 920,                                     (Zip Code)
           FORT LAUDERDALE, FLORIDA
   (Address of Principal Executive Offices)
</Table>

              REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:
                                 (954) 522-9903

          SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
                                      NONE

          SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
                                  COMMON STOCK
                                (TITLE OF CLASS)

     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 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in a definitive proxy or information statement
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K.  [ ]

     The aggregate market value of the common stock held by non-affiliates of
the Registrant on January 10, 2002, based on the closing price of the common
stock on the Nasdaq National Market on that date was approximately $9,346,500.
As of January 10, 2002, Holiday RV Superstores, Inc. had outstanding 9,352,000
shares of common stock.

                      DOCUMENTS INCORPORATED BY REFERENCE:

     None.
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
<PAGE>

                                    PART III

ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

     Information about our current directors and executive officers is provided
below. None of the directors or officers has any family relationship to any
other director or executive officer of Holiday.

<Table>
<Caption>
                                                                                             DIRECTOR
NAME                          AGE                   POSITION WITH HOLIDAY                     SINCE
----                          ---                   ---------------------                    --------
<S>                           <C>   <C>                                                      <C>
Marcus Lemonis..............  28    Chairman of the Board Class III Director, and Chief        2001
                                    Executive Officer
Casey Gunnell...............  54    Class II Director, President, Chief Financial Officer      2001
                                    and Secretary
Lee A. Iacocca..............  78    Class III Director                                         2000
David A. Kamm...............  65    Class I Director                                           1999
Lee B. Sanders..............  41    Class II Director                                          2000
</Table>

     Marcus Lemonis has served as chief executive officer of Holiday since June
2001 and as Chairman of the Board since October 2001. From March to October
2001, Mr. Lemonis also served as President. Prior to that since May 1997, he
held various positions with AutoNation USA, including Director of Megastore
Operations for the Northeast region and Florida and Director of Regional
Operations for the North, Midwest and Northeast regions. Prior to that, since
June 1995, Mr. Lemonis served as Assistant General Manager of Anthony Abraham
Chevrolet in Miami, Florida.

     Casey Gunnell has served as a director, the president and secretary of
Holiday since October 2001, and as the chief financial officer since May 2001.
Prior to that, from March 2000 to February 2001, Mr. Gunnell served as chief
financial officer of PNV, Inc. From July 1999 until joining PNV, Mr. Gunnell
served as president of JWH Management, Inc. Prior to that, since April 1998, he
was an independent financial and management advisor to various companies. Prior
to that he served as Senior Vice President and Chief Financial Officer of
AutoNation USA Incorporated since April 1997. Before joining AutoNation, Mr.
Gunnell held various management positions, including, executive vice president
and chief financial officer, with JM Family Enterprise, Inc., a regional
distributor of Toyotas.

     Lee A. Iacocca has served as a director of Holiday since June 2000. Mr.
Iacocca is currently the president of Iacocca & Associates and the chairman and
CEO of EV Global Motors, a company he founded in 1997 to design, market and
distribute light electric vehicles. From 1978 until 1992, Mr. Iacocca served as
the chief executive officer of the Chrysler Corporation and from 1978 until
1993, he also served as the chairman of the board. Prior to his career with
Chrysler, Mr. Iacocca spent 32 years with the Ford Motor Company. Mr. Iacocca is
also the founder and principal owner of Olivio Premium Products, a Boston-based
food company that develops healthy foods using olive oil as their base. He is
the chairman of the Iacocca Foundation, the Committee for Corporate Support of
Joslin Diabetes Foundation and chairman emeritus of the Statue of
Liberty -- Ellis Island Foundation. Mr. Iacocca is also a member of the advisory
board of Reading is Fundamental and an honorary trustee of Lehigh University.

     David Kamm has been a director of Holiday since May 1999. Since 1977, Mr.
Kamm has been a registered investment advisor with Raymond James Financial
Services. Since 1989, Mr. Kamm's weekly column, "Take Stock in Florida," has
been published in numerous Florida newspapers. Prior to joining Raymond James,
Mr. Kamm was a partner with William C. Roney & Co. Prior to that Mr. Kamm was a
member of the Hughes Aircraft design team that launched the world's first
geosynchronous communications satellite, for which he was recognized in
Encyclopedia Britannica.

     Lee B. Sanders has been a director of Holiday since May 2000. Until its
merger with travelbyus, Inc. in 2000, Mr. Sanders served as chairman of the
board of Aviation Group, Inc., an aircraft manufacturing, overhaul, services and
distribution company which he founded in 1986. From 2000 until 2001, Mr. Sanders
also served as a director of travelbyus, Inc. Mr. Sanders currently owns and is
the chairman of the board of a private real estate development company. Mr.
Sanders was appointed an admiral in the Texas Navy by the
                                        1
<PAGE>

governor of Texas in 1989 and was named an Honored Professional by Who's Who of
American Business Executives in its 1998-99 edition.

BOARD MEETINGS AND COMMITTEES

     Holiday's Board of Directors held five meetings during the fiscal year
ended October 31, 2001. All of the directors, with the exception of Mr. Iacocca,
attended at least 75% of the board meetings and committee meetings of which they
were members.

     Holiday's Board of Directors is divided into three classes, each of which
has two members. Directors are elected to staggered three-year terms and serve
until their successors are elected and qualified. Class I Directors will serve
until our 2004 Annual Meeting. Class II Directors serve until our 2002 Annual
Meeting and Class III Directors serve until our 2003 Annual Meeting. There is
currently one vacancy on the Board for a Class I Director. Holiday is actively
seeking qualified candidates to fill this vacancy, as well as to serve on the
Audit Committee.

     Non-employee directors currently receive $1,500 per month for serving as
directors. Each non-employee director is also reimbursed for travel-related
expenses incurred in attending meetings plus $50 per day. Executive officers are
not paid for their services as directors.

     Holiday currently has two standing committees, which are the Audit
Committee and the Compensation Advisory Committee. The Audit Committee currently
consists of Mr. Sanders and Mr. Kamm, neither of whom is an officer or employee
of Holiday and both are independent under the rules of the Nasdaq National
Market. During fiscal 2001, two additional independent directors served on the
Audit Committee until their resignations in October 2001. Holiday is actively
seeking a third independent director to serve on this Committee, as required by
the rules of the Nasdaq National Market. The Compensation Advisory Committee
currently consists of Mr. Sanders and Mr. Kamm. Mr. Lemonis serves as an
ex-officio member of the Compensation Advisory Committee. During fiscal 2001,
Mr. Riley also served on the Compensation Committee until his resignation in
October 2001.

SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

     No officer or director failed to file a report required by Section 16(a) of
the Securities Exchange Act of 1934 on a timely basis during the most recent
fiscal year based solely on a review of Forms 3, 4 and 5 furnished to Holiday by
officers and directors of Holiday.

ITEM 11.  EXECUTIVE COMPENSATION

REPORT OF THE COMPENSATION ADVISORY COMMITTEE

     The Compensation Advisory Committee is responsible for setting and
administering the policies that govern executive compensation. The Committee
currently consists of Mr. Kamm and Mr. Sanders. Prior to his resignation from
the Board in October 2001, Mr. Riley also served on the Compensation Advisory
Committee. From March 2001 to June 2001, Mr. Riley also served as our Chief
Financial Officer. Mr. Lemonis, our Chief Executive Officer, also serves as an
ex-officio member of the Committee. The Compensation Advisory Committee met once
during fiscal 2001.

     The Compensation Advisory Committee recommends to the Board guidelines for
administering Holiday's 1999 Stock Compensation Program and compensation for
Holiday's executive officers. Its primary function is to ensure that Holiday's
compensation program is consistent with its values and aligned with its goals.

  COMPENSATION PHILOSOPHY

     The Compensation Advisory Committee determines executive compensation and
administers Holiday's stock option plans with the following goals in mind:

     - Provide a competitive level of total compensation necessary to attract,
       motivate and retain talented executives;
                                        2
<PAGE>

     - Align the interests of Holiday's executives with Holiday's interests by
       granting stock options, stock appreciation rights and restricted stock
       awards; and

     - Emphasize variable, performance-based compensation that rewards
       executives for achieving short-term and long-term goals.

  COMPONENTS OF COMPENSATION

     Generally, compensation is structured through a combination of the
following:

     - Base Salary -- Base salaries are established based upon the individual's
       performance and contribution to Holiday. The base salaries of executives
       in comparable positions in similar companies are taken into account.

     - Annual Incentives -- Annual incentive awards are provided to reward
       contributions to Holiday. Bonuses are determined based on Holiday's
       profits and other factors at the discretion of the Chief Executive
       Officer, based on guidelines established by the Board of Directors.

     - Long Term Incentive Compensation -- Periodically, stock or stock options
       are granted to Holiday's executives. These are intended to be a
       significant portion of the total executive compensation. The grants are
       intended to align the interests of Holiday's executives with those of the
       stockholders. Grants typically permit each executive to acquire Holiday's
       common stock at fixed price per share -- generally the market price on
       the grant date -- over a specified period of time. The grants provide
       value to the executive only if the price of the shares appreciates over
       the option term.

     The size of the grant is based on the executive's:

     - Position with Holiday;

     - Potential for future responsibility over the option term;

     - Performance in recent periods; and

     - Current holdings of Holiday stock and options.

     The Committee believes that Holiday's financial performance is a better
indicator of executive achievement than its stock price. The Committee examines
a number of financial indicators in assessing Holiday's performance, including:

     - Net sales;

     - Operating income;

     - Net income; and

     - Earnings per share.

     Compensation decisions are not based upon any precise formula, nor is any
one factor given greater weight than the other factors.

  CHIEF EXECUTIVE OFFICER COMPENSATION

     The Chief Executive Officer participates in the same programs and receives
compensation based on the same factors as the other executive officers. However,
Mr. Lemonis' overall compensation reflects a greater degree of policy and
decision-making authority and a higher level of responsibility with respect to
Holiday's strategic direction and financial and operational results. Mr.
Lemonis' compensation components for the fiscal year ended October 31, 2001
included the following:

     - Base Salary: Mr. Lemonis' base salary was determined based on a study of
       chief executive officer's compensation in the recreation industry that
       have financial and corporate characteristics similar to Holiday's. Mr.
       Lemonis' base salary in fiscal 2001 was $94,711.

                                        3
<PAGE>

     - Annual Incentive: Annual incentive is based on relative attainment of
       Holiday's annual performance goals. Based on these criteria, Mr. Lemonis
       was awarded $61,167 in fiscal 2001.

     The Committee believes that the compensation levels of Holiday's
executives, who provide leadership and strategic direction, should consist of
(1) base salaries that are commensurate with executives of other comparable
public companies and (2) periodic cash bonuses based on achieving specific
objectives. These objectives are usually tied to a percentage of Holiday's
profitability.

     The Committee also believes that it should provide executive officers with
significant stock-based incentive compensation, which increases in value in
direct correlation with improvement in Holiday's common stock price. Incentive
or non-qualified stock options are granted upon appointment as an inducement for
employment. Additional incentive or non-qualified stock options are granted if
specific goals are achieved.

     Holiday's executive officers are also eligible to participate in Holiday's
benefit plans that are available to all employees.

  FEDERAL INCOME TAX CONSEQUENCES

     Section 162(m) of the Internal Revenue Code limits Holiday to a deduction
for federal income tax purposes of not more than $1 million of compensation paid
to certain executive officers in a taxable year. Compensation above that amount
may be deducted only if it is "performance-based compensation" within the
meaning of the Code. The Board of Directors has not established a formal policy
for determining which forms of incentive compensation will be designed to
qualify as "performance-based compensation."

SUMMARY COMPENSATION

     The Compensation Advisory Committee: David Kamm, Lee B. Sanders, and Marcus
Lemonis, ex officio.

     The following table sets forth all compensation paid during the last three
fiscal years to each person that served as Chief Executive Officer in fiscal
2001 and other executive officers.

<Table>
<Caption>
                                                  ANNUAL
                                               COMPENSATION
                                            ------------------
                                            FISCAL                             ALL OTHER       STOCK
NAME AND PRINCIPAL POSITION                  YEAR    SALARY($)   BONUS($)   COMPENSATION($)   OPTIONS#
---------------------------                 ------   ---------   --------   ---------------   --------
<S>                                         <C>      <C>         <C>        <C>               <C>
Michael S. Riley(1).......................   2001     183,023         --             --        43,000
Chairman of the Board and                    2000     204,711         --             --       100,000
  Chief Executive Officer                    1999      11,942         --             --       125,000
Ronald G. Huneycutt(2)....................   2001      78,977(3)      --             --            --
Chief Executive Officer, President,          2000     204,326         --             --       100,000
  Senior Vice President and                  1999          --         --             --       125,000
  Chief Financial Officer
W. Hardee McAlhaney(4)(5)(6)..............   2001      42,871         --        220,000            --
Chief Executive Officer, President,          2000     148,095         --        171,000            --
  Vice President and                         1999     231,929         --            597            --
  Chief Financial Officer
Marcus M. Lemonis(7)......................   2001      94,711     61,167          3,752(8)         --
Chairman of the Board, President,            2000          --         --             --            --
  Chief Executive Officer,                   1999          --         --             --            --
  Chief Operating Officer and Secretary
Casey L. Gunnell(9).......................   2001      59,615     52,084          3,852(10)        --
President, Chief Financial Officer,          2000          --         --             --            --
  Chief Operating Officer                    1999          --         --             --            --
  and Secretary
</Table>

                                        4
<PAGE>

---------------
 (1) Mr. Riley served as Chief Executive Officer from March 2001 until June
     2001.

 (2) Mr. Huneycutt served as Senior Vice President from October 1999 to January
     2000. He served as President and Chief Executive Officer from January 2000
     to March 2001. Mr. Huneycutt also served as Chief Financial Officer from
     September 2000 to December 2000 and from January 2001 to March 2001.

 (3) Includes a $424 contribution to Holiday's 401(k) plan.

 (4) In fiscal 2000, Mr. McAlhaney served as President and Chief Executive
     Officer until January 2000 when he was appointed Assistant to the Chairman.
     He also served as Vice President and Chief Financial Officer from October
     2000 to January 2001.

 (5) Mr. McAlhaney's salary amounts include a $634 contribution to Holiday's
     401(k) plan in fiscal 2001, $12,666 in fiscal 2000 and $10,507 in fiscal
     1999.

 (6) Other compensation paid to Mr. McAlhaney in 2001 represents $20,000 in cash
     and 65,000 shares of common stock in connection with the settlement of Mr.
     McAlhaney's claim under his employment agreement. The other compensation in
     2000 represents the proceeds from selling 100,000 shares back to Holiday.
     Other compensation in 1999 consists of partial payment of a life insurance
     premium whose sole beneficiary is Mr. McAlhaney's designee. There is no
     cash surrender value.

 (7) Mr. Lemonis served as President from March 2001 to October 2001. Mr.
     Lemonis has served as Chief Executive Officer since June 2001 and as
     Chairman of the Board since October 2001. Mr. Lemonis also served as
     Secretary from March 2001 to October 2001 and as Chief Operating Officer
     from March 2001 to June 2001.

 (8) Represents relocation expenses.

 (9) Mr. Gunnell has served as Chief Financial Officer since May 2001 and as
     President and Secretary since October 2001. Mr. Gunnell has also served as
     Chief Operating Officer since June 2001.

(10) Represents reimbursement for health insurance premiums.

EMPLOYMENT, TERMINATION AND SEVERANCE AGREEMENTS

     Holiday does not currently have any employment agreements with any of its
executive officers. Previously, it entered into an employment agreement with Mr.
McAlhaney, who most recently served as Holiday's Vice President and Chief
Financial Officer. Mr. McAlhaney resigned from Holiday in January 2001. Mr.
McAlhaney's employment agreement provided for a $250,000 termination payment,
which Holiday disputed. In July 2001, Holiday and Mr. McAlhaney reached a
settlement agreement under which Holiday paid Mr. McAlhaney $20,000 in cash and
transferred to him 65,000 shares of common stock. In connection with the
settlement, Holiday recorded $220,000 in compensation expense.

OPTION GRANTS IN FISCAL 2001

     The following table sets forth information concerning stock option grants
made during the fiscal year ended October 31, 2001, to the individuals named in
the Summary Compensation Table. There were no grants of stock appreciation
rights, or SARs, during the year.

<Table>
<Caption>
                                                                                        POTENTIAL REALIZABLE VALUE AT
                                                                                           ASSUMED ANNUAL RATES OF
                                                                                          STOCK PRICE APPRECIATION
                                              INDIVIDUAL GRANTS                               FOR OPTION TERM.
                         -----------------------------------------------------------    -----------------------------
                         NUMBER OF
                         SECURITIES    PERCENT OF TOTAL
                         UNDERLYING    OPTIONS GRANTED     EXERCISE OR
                          OPTIONS      TO EMPLOYEES IN     BASE PRICE     EXPIRATION
NAME                     GRANTED(#)      FISCAL YEAR         ($/SH)          DATE          5% ($)          10% ($)
----                     ----------    ----------------    -----------    ----------    ------------     ------------
<S>                      <C>           <C>                 <C>            <C>           <C>              <C>
Michael S. Riley.....      43,000             5.9%            $4.00        11/18/11       $108,170         $274,124
</Table>

                                        5
<PAGE>

OPTION EXERCISES IN FISCAL 2001 AND FISCAL YEAR-END OPTION VALUES

     No options were exercised during fiscal 2001 and no unexercised options
were in the money in fiscal 2001.

COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION

     During fiscal 2001, Mr. Riley served on the Compensation Committee until
his resignation in October 2001. From March to June 2001, Mr. Riley also served
as Holiday's Chief Executive Officer.

                            STOCK PERFORMANCE GRAPH

     Holiday's performance peer group consists of eight publicly owned retail
companies with a market capitalization similar to Holiday's. Holiday selected
the market capitalization criteria for determining a peer group for stockholder
return analysis because there is no published industry or line-of-business index
comparable to Holiday's. The peer group consists of FFP Partners LLP, Foodarama
Stores, Inc., Pubco Corp., Sieber Financial Corp., Sound Advice Inc., Uni Marts
Inc. and Village Supermarket, Inc. Holiday believes that the graph comparison is
not on a comparable basis and is not meaningful.

        COMPARISON OF FIVE-YEAR CUMULATIVE TOTAL RETURN AMONG HOLIDAY RV
           SUPERSTORES, INC., S&P SMALLCAP 600 INDEX AND PEER GROUP*

                  [HOLIDAY RV SUPERSTORES INC. COMPARISON GRAPH]

<Table>
<Caption>
---------------------------------------------------------------------------------------
TOTAL RETURN ANALYSIS   10/31/96   10/31/97   10/31/98   10/31/99   10/31/00   10/31/01
---------------------------------------------------------------------------------------
<S>                     <C>        <C>        <C>        <C>        <C>        <C>
 Holiday RV
  Superstores           $100.00    $ 84.50    $124.17    $237.98    $237.98    $ 68.98
 S&P Small Cap 600      $100.00    $131.98    $117.38    $131.51    $163.61    $151.93
 Peer Group             $100.00    $ 94.30    $119.63    $182.02    $113.64    $233.48
</Table>

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

* Assuming that the value of the investment in Holiday common stock and each
  index was $100 on October 31, 1996 and that all dividends were reinvested,
  this graph compares Holiday's cumulative total return -- based on common stock
  price and dividends -- plotted on an annual basis, with Holiday's peer group's
  cumulative total returns and the SmallCap 600 Index -- a performance indicator
  of the overall stock market.

                                        6
<PAGE>

                              AUDIT COMMITTEE REPORT

     The audit committee reviews Holiday's financial reporting process on behalf
of the Board of Directors. In fulfilling its responsibilities, the Committee:
(1) has reviewed and discussed the audited financial statements contained in the
Annual Report on Form 10-K for the fiscal year ended October 31, 2001 with
Holiday's management and PricewaterhouseCoopers LLP, Holiday's independent
auditors; (2) has discussed with the independent auditors the matters required
to be discussed by SAS 61 as currently in effect; (3) has received the written
disclosures and the letter from PricewaterhouseCoopers LLP required by
Independence Standards Board Standard No. 1 (Independence Discussions with Audit
Committees), as currently in effect; (4) has discussed with
PricewaterhouseCoopers LLP the independent auditor's independence and (5) has
considered whether the provision of non-audit services is compatible with
maintaining PricewaterhouseCoopers LLP's independence.

     Management is responsible for the financial statements and the reporting
process, including the system of internal controls. The independent auditors are
responsible for expressing an opinion on the conformity of those audited
financial statements with accounting principles generally accepted in the United
States.

     Based on the review and discussions described above, the Audit Committee
recommended to the Board, and the Board approved, the inclusion of the audited
financial statements described in the report of PricewaterhouseCoopers LLP dated
January 25, 2002 in Holiday's Annual Report on Form 10-K for the fiscal year
ended October 31, 2001 for filing with the Securities and Exchange Commission.

                                          Submitted by the Audit Committee of
                                          the
                                          Board of Directors

                                          Lee B. Sanders, Chairman
                                          David A. Kamm

                                        7
<PAGE>

ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS, DIRECTORS AND OFFICERS

     The following table sets forth the beneficial ownership of Holiday's common
stock and Series A Preferred Stock, as of February 25, 2002 by:

     - beneficial owners of more than 5% of any class of securities;

     - Holiday's chief executive officers during the last fiscal year;

     - Holiday's four most highly compensated executive officers who were
       serving at the end of the last fiscal year; and

     - all directors, nominees and named executive officers as a group.

     The address for all officers and directors is in care of Holiday RV
Superstores, Inc., 200 East Broward, Suite 920, Fort Lauderdale, Florida 33301.

     The amounts shown include shares of common stock that are issuable upon
exercise of options or warrants that are exercisable within 60 days of February
25, 2002.

<Table>
<Caption>
                                                                     SHARES OWNED
                                                    -----------------------------------------------
                                                                                SERIES A PREFERRED
                                                          COMMON STOCK                STOCK
                                                    ------------------------   --------------------
NAME AND                                                         % OF TOTAL     NO.     % OF TOTAL
ADDRESS OF BENEFICIAL OWNER                         NO. SHARES   OUTSTANDING   SHARES   OUTSTANDING
---------------------------                         ----------   -----------   ------   -----------
<S>                                                 <C>          <C>           <C>      <C>
Recreational Holdings, Inc. ......................  4,284,844(1)    45.8           --         *
  4030 N.E. 25th Avenue
  Lighthouse Point, Florida 33064
Nomura Securities, Inc. ..........................  2,000,000(2)    21.4           --         *
  2 World Financial Center -- Bldg. B
  New York, New York 10281
Steven Antebi.....................................    878,467(3)     9.3        5,000        25
  10550 Fontanelle Way
  Los Angeles, California 90077
Marcus Lemonis....................................     19,000          *           --         *
Lee A. Iacocca....................................     76,667(4)                   --         *
Casey Gunnell.....................................      4,000          *           --         *
David A. Kamm.....................................     10,000(4)       *           --         *
Lee B. Sanders....................................     10,000(4)       *           --         *
The Stephen Adams Living Trust....................    754,800(5)     7.5       15,000        75
  2575 Vista del Mar Drive
  Ventura, California 93001
All officers and directors as a group.............    119,667        1.3           --         *
</Table>

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

 *  Less than 1%

(1) Based solely on information contained in Schedule 13D/A filed by
    Recreational Holdings in which Recreational Holdings states its belief that
    some of the shares for which it is reporting beneficial ownership were
    initially held of record by Deutsche Bank, of which Nomura Securities is the
    successor in interest, and as to which Nomura Securities has also reported
    beneficial ownership. Recreational Holdings reports that it did not
    voluntarily transfer any of its shares to Nomura Securities.

(2) Based solely on information contained in Schedule 13G filed by Nomura
    Securities.

                                        8
<PAGE>

(3)Includes 102,167 shares issuable upon conversion of 1,258 shares of
   Sub-Series A-1 Preferred Stock that is presently convertible.

(4) Represents shares issuable upon exercise of options that are presently
    exercisable.

(5) Represents shares issuable upon conversion of 3,774 shares of Sub-Series A-1
    Preferred Stock that is presently convertible.

ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     During the first quarter of fiscal 2001, Imperial Group Holdings, LLC, a
Florida limited liability company, loaned $500,000 to Holiday under the terms of
an unsecured promissory note due on or before January 31, 2003. William Curtis,
a director of Holiday until his resignation in October 2001, is the manager and
a member of Imperial and Mr. Riley, a director of Holiday until his resignation
in October 2001 and Holiday's Chief Executive Officer from March to June of
fiscal 2001, is also a member of Imperial. The note's interest rate is 6.75%
with interest and principal due at maturity. The outstanding principal balance
was $340,000 at October 31, 2001.

     In June 2001, Imperial transferred 65,000 shares of our common stock to Mr.
McAlhaney in connection with the settlement agreement entered into between
Holiday and Mr. McAlhaney upon his termination as Holiday's Chief Financial
Officer. In connection with the transfer of shares, Holiday issued to Imperial
an unsecured note with a principal amount of $200,000, the fair market value of
the shares on the date of transfer. A portion of this amount was offset through
the transfer of recreation and marine vehicles to Imperial at their book value.

     In January 2002, we agreed to convert all but $128,000 of the combined
remaining debt to Imperial into common stock at a per share conversion price to
be determined. The remaining balance was assigned by Imperial to Mr. Lemonis,
our current Chief Executive Officer, in settlement of obligations unrelated to
Holiday. In connection with the assignment, Mr. Lemonis agreed to eliminate the
interest charge and to structure a repayment schedule to fit within our cash
flow parameters.

                                        9
<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 amendment to be signed
on its behalf by the undersigned, thereunto duly authorized.

<Table>
<S>                                            <C>
Dated: February 28, 2002                       HOLIDAY RV SUPERSTORES, INC.
                                               By: /s/ MARCUS LEMONIS
                                                                -----------------------------
                                                                Marcus Lemonis
                                                                Chairman of the Board, Chief
                                                                Executive
                                                                Officer, and Director
</Table>

     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.

<Table>
<Caption>
                    SIGNATURE                                     TITLE                       DATE
                    ---------                                     -----                       ----
<S>     <C>                                          <C>                               <C>

                /s/ MARCUS LEMONIS                    Chairman of the Board, Chief     February 28, 2002
 ------------------------------------------------    Executive Officer, and Director
                  Marcus Lemonis


                                                       President, Chief Financial      February 28, 2002
                /s/ CASEY GUNNELL                     Officer (Principal Accounting
 ------------------------------------------------        Officer), Secretary and
                  Casey Gunnell                                 Director


                /s/ LEE B. SANDERS                              Director               February 28, 2002
 ------------------------------------------------
                  Lee B. Sanders


                /s/ LEE A. IACOCCA                              Director               February 28, 2002
 ------------------------------------------------
                  Lee A. Iacocca


                /s/ DAVID A. KAMM                               Director               February 28, 2002
 ------------------------------------------------
                  David A. Kamm
</Table>

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