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


                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 10-Q

 (Mark One)
      X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     ---
                              EXCHANGE ACT OF 1934
                For the Quarterly Period Ended September 30, 2000

                                       OR


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


                         Commission file number 0-26922

                               COAST RESORTS, INC.
             (Exact name of registrant as specified in its charter)

                       Nevada                          88-0345704
            (State or other jurisdiction of         (I.R.S. employer
            incorporation or organization)      identification number)

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

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

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

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

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

    Shares of Common Stock outstanding as of November 14, 2000:  1,463,178
--------------------------------------------------------------------------------
<PAGE>

Part I - FINANCIAL INFORMATION

Item 1.  Financial Statements.


                       COAST RESORTS, INC. AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEETS
                    (dollars in thousands, except share data)

                                                September 30,  December 31,
                                                     2000          1999
                                                  ---------     ---------
                                                 (unaudited)
                      ASSETS
CURRENT ASSETS:
   Cash and cash equivalents..................... $  60,217     $  38,629
   Accounts receivable, net......................     5,183         4,212
   Other current assets..........................    19,546        16,922
                                                  ---------     ---------
   TOTAL CURRENT ASSETS..........................    84,946        59,763
PROPERTY AND EQUIPMENT, net......................   478,797       337,704
OTHER ASSETS.....................................     9,487         8,652
                                                  ---------     ---------
                                                  $ 573,230     $ 406,119
                                                  =========     =========
                  LIABILITIES AND
               STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
   Accounts payable.............................. $  12,756     $  11,738
   Accrued liabilities...........................    40,100        32,781
   Construction accounts payable.................    39,771         8,304
   Current portion of long-term debt.............     2,416         2,473
                                                  ---------     ---------
   TOTAL CURRENT LIABILITIES.....................    95,043        55,296
LONG-TERM DEBT, less current portion.............   339,892       234,766
DEFERRED INCOME TAXES............................     4,569         4,222
DEFERRED RENT....................................    19,431        16,732
                                                  ---------     ---------
   TOTAL LIABILITIES.............................   458,935       311,016
                                                  ---------     ---------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
   Preferred stock, $.01 par value, 500,000
    shares authorized, none issued and
    outstanding..................................        --            --
   Common stock, $.01 par value, 2,000,000
    shares authorized, 1,463,178 (2000) and
    1,478,978 (1999) shares issued and
    outstanding..................................        15            15
   Treasury stock................................    (3,118)       (1,538)
   Additional paid-in capital....................    95,398        95,398
   Retained earnings ............................    22,000         1,228
                                                  ---------     ---------
   TOTAL STOCKHOLDERS' EQUITY....................   114,295        95,103
                                                  ---------     ---------
                                                  $ 573,230     $ 406,119
                                                  =========     =========

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

                                       1
<PAGE>

                       COAST RESORTS, INC. AND SUBSIDIARY
                     CONSOLIDATED STATEMENTS OF OPERATIONS
     For the Three Months and Nine Months Ended September 30, 2000 and 1999
                    (dollars in thousands, except share data)
                                   (unaudited)

                                   Three Months Ended       Nine Months Ended
                                     September 30,            September 30,
                                  ---------------------   ---------------------
                                    2000        1999         2000         1999
                                  ---------   ---------   ---------   ---------
OPERATING REVENUES:
   Casino........................ $  72,965   $  64,813   $ 215,731   $ 195,435
   Food and beverage.............    20,258      17,767      59,065      53,353
   Hotel.........................     8,054       7,157      24,561      22,489
   Other.........................     7,520       7,246      21,646      21,441
                                  ---------   ---------   ---------   ---------
     GROSS OPERATING REVENUES....   108,797      96,983     321,003     292,718
   Less:  promotional allowances.    (9,240)     (8,603)    (27,333)    (25,713)
                                  ---------   ---------   ---------   ---------
     NET OPERATING REVENUES......    99,557      88,380     293,670     267,005
                                  ---------   ---------   ---------   ---------

OPERATING EXPENSES:
   Casino........................    35,845      33,097     103,207      97,195
   Food and beverage.............    15,076      12,929      42,386      37,359
   Hotel.........................     3,569       3,441       9,932       9,696
   Other.........................     6,064       6,405      17,569      18,352
   General and administrative....    17,745      16,549      49,992      47,570
   Pre-opening expenses .........     4,656          78       5,798          78
   Deferred rent.................       600         519       1,639       2,398
   Depreciation and amortization.     5,637       5,528      17,151      16,056
                                  ---------   ---------   ---------   ---------
     TOTAL OPERATING EXPENSES....    89,192      78,546     247,674     228,704
                                  ---------   ---------   ---------   ---------

OPERATING INCOME.................    10,365       9,834      45,996      38,301
                                  ---------   ---------   ---------   ---------

OTHER INCOME (EXPENSES)
   Interest expense, net.........    (7,654)     (5,097)    (19,065)    (16,583)
   Interest capitalized .........     2,139         160       4,973         160
   Loss on disposal of assets ...       (14)        (23)         (5)         (9)
                                  ---------   ---------   ---------   ---------
TOTAL OTHER INCOME (EXPENSES)....    (5,529)     (4,960)    (14,097)    (16,432)
                                  ---------   ---------   ---------   ---------

INCOME BEFORE INCOME TAXES AND
EXTRAORDINARY ITEM ..............     4,836       4,874      31,899      21,869
                                  ---------   ---------   ---------   ---------
Income tax provision ............     1,701       1,396      11,127       7,362
                                  ---------   ---------   ---------   ---------
INCOME BEFORE EXTRAORDINARY ITEM      3,135       3,478      20,772      14,507
                                  ---------   ---------   ---------   ---------
Extraordinary item - loss on
 early retirement of debt, net
 of applicable income tax benefit
 ($14,543)......................         --          --          --     (27,007)
                                  ---------   ---------   ---------   ---------
NET INCOME (LOSS)...............  $   3,135   $   3,478   $  20,772   $ (12,500)
                                  =========   =========   =========   =========
PER SHARE INFORMATION:
Basic and diluted income before
 extraordinary item.............. $    2.14   $    2.35   $   14.10   $    9.76
                                  =========   =========   =========   =========
Basic and diluted net income
(loss) .......................... $    2.14   $    2.35   $   14.10   $   (8.41)
                                  =========   =========   =========   =========
Weighted average shares
outstanding...................... 1,463,178   1,481,572   1,473,711   1,487,452
                                  =========   =========   =========   =========


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

                                       2
<PAGE>

                       COAST RESORTS, INC. AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
              For the Nine Months Ended September 30, 2000 and 1999
                             (dollars in thousands)
                                   (unaudited)

                                                             Nine Months Ended
                                                               September 30,
                                                          ---------------------
                                                             2000        1999
                                                          ---------   ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income (loss)..................................... $  20,772   $ (12,500)
                                                          ---------   ---------
   ADJUSTMENTS TO RECONCILE NET INCOME (LOSS) TO
    NET CASH PROVIDED BY OPERATING ACTIVITIES:
     Depreciation and amortization.......................    17,151      16,056
     Amortization of debt offering costs.................       790          --
     Deferred income taxes...............................       (32)     (3,578)
     Deferred rent.......................................     2,699       2,635
     Loss on early retirement of debt....................        --      41,550
     Other non-cash expenses.............................       143         319
     Changes in assets and liabilities:
      Net increase in accounts receivable and other
       assets............................................    (5,277)     (6,856)
      Net increase in accounts payable and accrued
       liabilities.......................................     8,337      12,431
                                                          ---------   ---------
   TOTAL ADJUSTMENTS.....................................    23,811      62,557
                                                          ---------   ---------
   NET CASH PROVIDED BY OPERATING ACTIVITIES.............    44,583      50,057
                                                          ---------   ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures, net of amounts in construction
    accounts payable.....................................  (126,585)    (28,842)
   Proceeds from disposal of assets......................       101          27
                                                          ---------   ---------
   NET CASH USED IN INVESTING ACTIVITIES.................  (126,484)    (28,815)
                                                          ---------   ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from issuance of long-term debt, net of
    issuance costs.......................................        --     167,808
   Early retirement of debt..............................        --    (223,017)
   Principal payments on long-term debt..................      (431)    (15,468)
   Proceeds from borrowings under bank line of credit....   108,600      63,010
   Repayments of borrowings under bank line of credit....    (3,100)    (14,000)
   Repurchase of common stock............................    (1,580)     (1,538)
                                                          ---------   ---------
   NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES...   103,489     (23,205)
                                                          ---------   ---------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS.....    21,588      (1,963)
CASH AND CASH EQUIVALENTS, at beginning of period........    38,629      41,598
                                                          ---------   ---------
CASH AND CASH EQUIVALENTS, at end of period.............. $  60,217   $  39,635
                                                          =========   =========

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

                                       3
<PAGE>

                       COAST RESORTS, INC. AND SUBSIDIARY
                       STATEMENTS OF STOCKHOLDERS' EQUITY
                    For the Year Ended December 31, 1999 and
                  For the Nine Months Ended September 30, 2000
                             (dollars in thousands)

                          Common Stock   Additional
                        ----------------  Paid-In   Retained  Treasury
                          Shares  Amount  Capital   Earnings   Stock    Total
                        --------- ------  --------  --------  -------  --------
Balances at
 December 31, 1998..... 1,494,353   $ 15  $ 95,398  $  7,013  $    --  $102,426
 Repurchase of common
  stock................   (15,375)    --        --        --   (1,538)   (1,538)
 Net loss..............       --      --        --    (5,785)      --    (5,785)
                        --------- ------  --------  --------  -------  --------
Balances at
 December 31, 1999..... 1,478,978     15    95,398     1,228   (1,538)   95,103
  Repurchase of common
   stock...............   (15,800)    --        --        --   (1,580)   (1,580)
  Net income...........        --     --        --    20,772       --    20,772
                        --------- ------  --------  --------  -------  --------
Balances at
 September 30, 2000
 (unaudited)..........  1,463,178   $ 15  $ 95,398  $ 22,000  $(3,118) $114,295
                        ========= ======  ========  ========  =======  ========

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

                                       4
<PAGE>

                       COAST RESORTS, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 - BACKGROUND INFORMATION AND BASIS OF PRESENTATION

Background Information

    Coast  Resorts,  Inc.  ("Coast  Resorts"  or  the  "Company")  is  a  Nevada
corporation and serves as a holding  company for Coast Hotels and Casinos,  Inc.
("Coast Hotels"), which is also a Nevada corporation.  Through Coast Hotels, the
Company owns and operates four Las Vegas hotel-casinos.

o   The  Suncoast  Hotel and Casino,  which opened on  September  12,  2000,  is
    located near Summerlin in the west end of the Las Vegas valley.

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

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

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

Basis of Presentation

    The accompanying  consolidated  financial  statements are unaudited and have
been prepared in accordance with generally  accepted  accounting  principles for
interim   financial   information   and  with  Article  10  of  Regulation  S-X.
Accordingly,  they do not include all of the information and footnotes  required
by generally accepted accounting  principles for complete financial  statements.
In  addition,  certain  amounts  in the  1999  financial  statements  have  been
reclassified  to conform to the 2000  presentation.  The unaudited  consolidated
financial statements should be read in conjunction with the audited consolidated
financial  statements  and footnotes  included in our annual report on Form 10-K
for the year  ended  December  31,  1999.  In the  opinion  of  management,  all
adjustments  and  normal  recurring  accruals  considered  necessary  for a fair
presentation  of the  results for the interim  period  have been  included.  The
interim results reflected in the unaudited consolidated financial statements are
not necessarily indicative of expected results for the full year.

                                       5
<PAGE>

                       COAST RESORTS, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 2 - LONG-TERM DEBT

    Long-term  debt  consists  of the  following  as of  September  30, 2000 and
December 31, 1999:

                                                     September 30,  December 31,
                                                         2000         1999
                                                     ------------   ------------
                                                     (unaudited)
                                                            (in thousands)

9.5% senior subordinated notes due April 2009.......  $ 175,000      $ 175,000

$200.0 million reducing revolving credit facility
 due April 2004, collateralized by substantially all
 of the assets of Coast Hotels and Casinos, Inc.....    160,500         55,000

13% first mortgage notes due December 2000, with
 interest payable semiannually on June 15 and
 December 15........................................      1,960          1,960

8.6% note due August 11, 2007, payable in monthly
 installments of $26,667 principal plus interest
 on remaining principal balance, collateralized
 by 1980 Hawker aircraft............................      2,213          2,453

7.5% notes, payable in monthly installments of
 interest only, with all principal and any unpaid
 interest due December 31, 2001. The notes are
 uncollateralized and are payable to former
 partners of Barbary Coast and Gold Coast...........      1,975          1,975

Other notes payable.................................        660            851
                                                      ---------      ---------
                                                        342,308        237,239
Less: current portion...............................      2,416          2,473
                                                      ---------      ---------
                                                      $ 339,892      $ 234,766
                                                      =========      =========

    In March 1999,  Coast Hotels issued $175.0 million  principal amount of 9.5%
senior  subordinated  notes  with  interest  payable  on April 1 and  October 1,
beginning  October 1, 1999,  and entered  into a $75.0  million  senior  secured
revolving  credit  facility due 2004 to facilitate a  refinancing.  Availability
under the credit  facility was  increased to $200.0  million in September  1999.
Borrowings under the credit facility bear interest,  at our option, at a premium
over  the  one-,  two-,  three-  or  six-month  London  Interbank  Offered  Rate
("LIBOR").  As of September 30, 2000 the interest  rate was 8.62%.  Coast Hotels
incurs a commitment fee, payable quarterly in arrears,  on the unused portion of
the credit facility.  This variable fee is currently at the maximum rate of 0.5%
per annum times the average unused portion of the facility.

                                       6
<PAGE>

 NOTE 2 - LONG-TERM DEBT (Continued)

    With the proceeds from the senior  subordinated  notes and borrowings  under
the credit facility,  Coast Hotels  repurchased  substantially all of the $175.0
million  principal  amount  outstanding  of its 13% first mortgage notes and all
$16.8 million  principal amount  outstanding of its 10-7/8% first mortgage notes
and amended the indenture  under which the 13% first  mortgage notes were issued
to eliminate substantially all of its restrictive covenants.  Approximately $2.0
million in principal amount of the 13% first mortgage notes remains  outstanding
and is governed by the terms of the amended  indenture.  We are  required by the
indenture  for the 9.5%  senior  subordinated  notes  to  redeem  the 13%  first
mortgage  notes that remain  outstanding  no later than  December  15, 2000 at a
redemption price of 106.5% of the principal amount,  plus any accrued and unpaid
interest.  Interest on the remaining $2.0 million of the first mortgage notes is
payable semiannually on June 1 and December 1. In connection with the repurchase
of the 13%  notes  and the  10-7/8%  notes,  Coast  Hotels  incurred  repurchase
premiums  of  $31.0  million  and $2.1  million,  respectively.  The  repurchase
premiums and the  write-offs of  unamortized  debt  issuance  costs and original
issue discount  resulted in an  extraordinary  loss of $27.0 million in the nine
months ended  September 30, 1999, net of applicable  income tax benefit of $14.5
million.

    The  availability  under the $200.0 million credit  facility will be reduced
quarterly beginning in the fiscal quarter ending September 30, 2001. The initial
advance of $47.0 million under the credit  facility was used in connection  with
the  repurchase of the 13% first  mortgage  notes and the 10-7/8% first mortgage
notes.  Subsequent  advances  under the credit  facility may be used for working
capital,  general corporate  purposes,  construction of the Suncoast and certain
improvements to our existing properties.  As of September 30, 2000, Coast Hotels
had $160.5 million outstanding under the credit facility.

    The $200.0  million  senior  secured  revolving  credit  facility  agreement
contains covenants that, among other things, limit our ability to pay dividends,
to make certain capital expenditures, to repay certain existing indebtedness, to
incur additional indebtedness or to sell material assets. Additionally, the loan
agreement  requires that we maintain  certain  financial  ratios with respect to
leverage and fixed  charge  coverage.  We are also subject to certain  covenants
associated with the indenture  governing the $175.0 million  principal amount of
senior subordinated notes, including, in part, limitations on certain restricted
payments, the incurrence of additional  indebtedness and asset sales. We believe
that,  at September  30, 2000,  we were in  compliance  with all  covenants  and
required ratios.

NOTE 3 - TREASURY STOCK

      In May 1999, our board of directors authorized the potential repurchase of
up to 50,000  shares of common stock from  stockholders  at a maximum  aggregate
repurchase price of $5.0 million.  On June 29, 2000 we repurchased 15,800 shares
of common  stock from  shareholders  at a purchase  price of  $1,580,000.  As of
September 30, 2000, we have repurchased a total of 31,175 shares of common stock
from shareholders at a total purchase price of $3.1 million.

                                       7
<PAGE>

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

Results of Operations

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

                                  Three Months Ended       Nine Months Ended
                                     September 30,           September 30,
                                 ---------------------   ---------------------
                                   2000        1999         2000        1999
                                 ---------   ---------   ---------   ---------
                                    (in thousands)           (in thousands)
                                      (unaudited)             (unaudited)

Net operating revenues.......... $  99,557   $  88,380   $ 293,670   $ 267,005
Operating expenses..............    89,192      78,546     247,674     228,704
                                 ---------   ---------   ---------   ---------
Operating income ............... $  10,365   $   9,834   $  45,996   $  38,301
                                 =========   =========  ==========  ==========
Net income (loss)............... $   3,135   $   3,478   $  20,772   $ (12,500)
                                 =========   =========   =========   =========
EBITDA (1)...................... $  21,258   $  15,959   $  70,584   $  56,833
                                 =========   =========   =========   =========

(1) "EBITDA" means earnings before interest, taxes, depreciation,  amortization,
    deferred  (non-cash)  rent  expense,  other  non-cash  expenses  and certain
    non-recurring items,  including pre-opening  expenses.  EBITDA is defined in
    the  Amended  and  Restated  Loan  Agreement  governing  our $200.0  million
    revolving  line of credit,  dated  September  16, 1999 and in the  indenture
    governing the $175.0 million of senior  subordinated  notes, dated March 18,
    1999. EBITDA is presented as supplemental disclosure because the calculation
    of EBITDA is necessary to determine our  compliance  with certain  covenants
    under these financing  agreements and because management believes that it is
    a widely  used  measure of  operating  performance  in the gaming  industry.
    EBITDA should not be construed as an alternative to operating  income or net
    income (as  determined  in accordance  with  generally  accepted  accounting
    principles) as an indicator of the Company's operating performance, or as an
    alternative  to cash flows  generated by operating,  investing and financing
    activities (as determined in accordance with generally  accepted  accounting
    principles)  as an  indicator of cash flows or a measure of  liquidity.  All
    companies do not calculate EBITDA in the same manner. As a result, EBITDA as
    presented here may not be comparable to a similarly titled measure presented
    by other companies.

                                       8
<PAGE>

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

Results of Operations (Continued)

Three Months Ended September 30, 2000 Compared to Three Months Ended September
30, 1999 and Nine Months Ended September 30, 2000 Compared to Nine Months Ended
September 30, 1999

    Net  revenues in the quarter  ended  September  30, 2000 were $99.6  million
compared  to $88.4  million in the same  quarter in 1999,  an  increase of 12.6%
primarily  due to the  opening  of our newest  hotel-casino,  the  Suncoast,  on
September 12, 2000. Operating revenues at our other three properties increased a
combined  4.1%,  including an increase of 3.1% in casino  revenues.  Despite the
increase in net operating  revenues,  third quarter  operating  income increased
only 5.4% due to  Suncoast  pre-opening  expenses  that  totaled  $4.7  million.
Operating  income was $10.4  million in the quarter  compared to $9.8 million in
the third quarter of 1999. Net income was $3.1 million in the quarter,  compared
to $3.5 million in 1999.

    In the nine months  ended  September  30,  2000,  net  revenues  were $293.7
million compared to $267.0 million in the first nine months of 1999, an increase
of 10.0%,  primarily due to improved  casino  revenues at the Orleans,  the Gold
Coast and the Barbary Coast as well as the opening of the Suncoast in September.
Operating income was $46.0 million in the nine-month  period ended September 30,
2000  compared  to $38.3  million  in the first nine  months of 1999.  Operating
income  improved at the Orleans,  the Gold Coast and the Barbary Coast,  but was
partially  offset  by  pre-opening  expenses  of  $5.8  million  related  to the
Suncoast. Net income was $20.8 million in the first nine months of 2000 compared
to a net loss of $12.5  million  in the first nine  months of 1999.  The loss in
1999 was primarily due to a one-time charge of $27.0 million,  net of income tax
benefit,  as a result of the early  retirement of debt in March 1999. Net income
before the  extraordinary  charge was $14.5  million in the first nine months of
1999.

    Casino.  Casino  revenues in the quarter ended September 30, 2000 were $73.0
million compared to $64.8 million in 1999, an increase of 12.6% due, in part, to
the opening of the Suncoast in September 2000. Additionally,  increased customer
wagering  volume in the Gold Coast  table games and the  Orleans  slot  machines
contributed to the growth in casino revenues.  In the first nine months of 2000,
casino revenues were $215.7 million compared to $195.4 million in the first nine
months of 1999,  an  increase  of 10.4%  due,  in part,  to the  opening  of the
Suncoast. Additionally,  casino revenues improved at the Orleans, the Gold Coast
and the Barbary Coast in the period.

    Casino  expenses in the quarter ended  September 30, 2000 increased by 8.3%,
primarily  due to the  opening  of the  Suncoast.  The casino  operating  margin
improved  in the third  quarter of 2000 to 50.9%  compared to 48.9% in the third
quarter of 1999. Year-to-date,  casino expenses increased by 6.2% over the first
nine  months  of 1999 due,  in part,  to the  opening  of the  Suncoast.  Casino
expenses  increased at the Orleans and the Gold Coast, in line with increases in
casino revenues. Casino expenses at the Barbary Coast decreased 4.7%. The casino
operating margin improved to 52.2% for the period compared to 50.3% in the prior
year.

    Food and  Beverage.  Food and beverage  revenues  were $20.3  million in the
quarter ended  September 30, 2000 compared to $17.8 million in 1999, an increase
of 14.0%.  The increase was  primarily due to increased  customer  volume at the
Orleans and the opening of the Suncoast in September  2000.  Year-to-date,  food
and beverage  revenues were $59.1 million  compared to $53.4 million in 1999, an
increase of 10.7%.  The increase was attributable to the opening of the Suncoast
and to the opening of two new restaurants in April 2000 at the Orleans.

                                       9
<PAGE>

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

Results of Operations (Continued)

Food and Beverage (continued)

    Food and  beverage  expenses in the three months  ended  September  30, 2000
increased by 16.6% over the same period in 1999, primarily due to the opening of
the Suncoast in  September  2000 and the opening of two new  restaurants  at the
Orleans in April 2000.  Year-to-date,  food and beverage  expenses  increased by
13.5%,  primarily due to the opening of the Suncoast and the two new restaurants
at the Orleans.

    Hotel.  Hotel room  revenues  were $8.1  million in the three  months  ended
September  30, 2000,  an increase of 12.5% over 1999  revenues of $7.2  million,
despite a slight  decrease  in room  occupancy  percentages  that we  believe is
attributable to increased  competition  from three new  hotel-casinos  opened in
1999 on the Las Vegas Strip. An increase in average daily room rates from $47 in
the third quarter of 1999 to $52 in the third quarter of 2000 contributed to the
increased  revenues.  Hotel operating  margins  improved from 51.9% in the third
quarter of 1999 to 55.7% in 2000 as revenues  increased  and expenses  grew only
slightly (3.7%) from the prior year.

    In the first nine months of 2000, hotel revenues were $24.6 million compared
to $22.5  million in the same  period in 1999,  an  increase  of 9.2%.  A slight
decline in occupancy  percentages at our hotels was offset by an increase in the
average daily room rates from $52 in the first nine months of 1999 to $59 in the
first nine  months of 2000.  Hotel  operating  margins  improved to 59.6% in the
first nine  months of 2000  compared  to 56.9% in the first nine months of 1999,
due to the increased revenues and only a slight (2.4%) increase in expenses.

    Other.  Other revenues  increased 3.8% in the quarter,  primarily due to the
opening of the Suncoast. Other expenses in the quarter decreased 5.3%, primarily
due to fewer  special  events  and  lower  showroom  entertainment  costs at the
Orleans and the Gold Coast.  For the first nine months of 2000,  other  revenues
increased  1.0%  compared  to the prior year.  Other  expenses  decreased  4.3%,
primarily due to a decline in  entertainers'  fees at the Orleans as a result of
fewer nights booked in the showroom.

    General and Administrative. General and administrative expenses increased by
$1.2 million  (7.3%) to $17.7 million in the third quarter  primarily due to the
opening of the Suncoast in September  2000.  In the nine months ended  September
30, 2000,  general and  administrative  expenses  increased  $2.4 million (5.1%)
compared to the first nine months of 1999.  The increases  were due, in part, to
July 1999 wage  increases as well as the opening of the Suncoast.  Additionally,
an  expansion  completed in May 2000 at the Orleans  resulted in higher  utility
costs and  increased  staffing  in several  ancillary  departments.  General and
administrative  expenses  include  cash rent expense of $796,000 and $600,000 in
the third quarters of 2000 and 1999, respectively. Cash rent included in general
and  administrative  expenses  was $2.1 million in the first nine months of 2000
and $2.9 million in the first nine months of 1999. Rent is lower in 2000 because
rent on the Suncoast land was capitalized  from July 1999, when  construction of
that project commenced, until September 2000, when the Suncoast opened.

    Pre-opening  Costs.  Pre-opening  costs  related to the  development  of the
Suncoast  were  expensed as  incurred.  These  costs were $4.7  million and $5.8
million  in  the  three  months  and  nine  months  ended  September  30,  2000,
respectively.  Pre-opening  expenses were $78,000 in the third quarter and first
nine months of 1999.



                                       10
<PAGE>

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

Results of Operations (Continued)

    Deferred  Rent.  Deferred  rent in the third  quarter  of 2000 was  $600,000
compared to $519,000 in the third quarter of 1999.  Year-to-date,  deferred rent
was $1.6  million in 2000  compared to $2.4  million in the first nine months of
1999.  The decrease in deferred rent is due to the  capitalizing  of rent on the
Suncoast land described above.

    Depreciation and  Amortization.  Depreciation  and amortization  expense was
$5.6 million in the third  quarter of 2000  compared to $5.5 million in 1999. In
the nine months ended September 30, 2000,  depreciation and amortization expense
was $17.2 million  compared to $16.1 million in the nine months ended  September
30, 1999.  The  increases  were  primarily due to the opening of the Suncoast in
September  2000 as well as the  addition of new  equipment  at each of our other
hotel-casino properties.

Liquidity and Capital Resources

    Our  principal  sources of  liquidity  have  consisted  of cash  provided by
operating  activities and debt financing.  Cash provided by operating activities
was $44.6 million in the nine months ended  September 30, 2000 compared to $50.1
million in 1999.

    Cash used in investing  activities  in the nine months ended  September  30,
2000 was $126.5  million and was primarily for capital  expenditures,  including
$118.4 million (net of $31.5 million in construction  accounts  payable) for the
ongoing  construction of the Suncoast.  Our anticipated capital expenditures for
the remainder of 2000 are $4.7 million for maintenance capital  expenditures and
various projects.  Cash used in investing activities in the first nine months of
1999 was $28.8 million, primarily for capital expenditures.

    Cash provided by financing  activities  was $103.5 million in the first nine
months of 2000,  primarily  from  borrowings  under our $200.0  million  line of
credit.  Cash  provided  by  financing  activities  was  net of a  $1.6  million
repurchase of 15,800 shares  of common stock from  shareholders in June 2000. In
the first  nine  months of 1999,  cash used in  financing  activities  was $23.2
million,  due primarily to a  refinancing  of our debt. In March 1999, we issued
$175.0 million principal amount of 9.5% senior  subordinated notes with interest
payable on April 1 and  October 1 beginning  October 1, 1999 and entered  into a
$75.0 million senior secured  revolving credit facility due 2004 to facilitate a
refinancing.  Availability  under the credit  facility  was  increased to $200.0
million in September 1999.  Borrowings  under the credit facility bear interest,
at our option,  at a premium over the one-,  two-,  three- or  six-month  London
Interbank  Offered Rate  ("LIBOR").  As of September 30, 2000, the interest rate
was 8.62%.  We incur a commitment  fee,  payable  quarterly  in arrears,  on the
unused  portion of the credit  facility.  This  variable fee is currently at the
maximum rate of 0.5% per annum times the average unused portion of the facility.



                                       11
<PAGE>

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

Liquidity and Capital Resources (Continued)

    With the proceeds from the senior  subordinated  notes and borrowings  under
the credit  facility,  we  repurchased  substantially  all of the $175.0 million
principal  amount  outstanding of 13% first mortgage notes and all $16.8 million
principal amount of 10-7/8% first mortgage notes and amended the indenture under
which the 13% first mortgage notes were issued to eliminate substantially all of
its restrictive covenants. Approximately $2.0 million in principal amount of the
13% first mortgage notes remains outstanding and is governed by the terms of the
amended  indenture.  We are required by the terms of the  indenture for the 9.5%
senior  subordinated  notes to redeem the 13% first  mortgage  notes that remain
outstanding  no later than December 15, 2000 at a redemption  price of 106.5% of
the principal amount,  plus any accrued and unpaid interest.  In connection with
the  repurchase of the 13% notes and the 10-7/8% notes,  we incurred  repurchase
premiums  of  $31.0  million  and $2.1  million,  respectively.  The  repurchase
premiums and the  write-offs of  unamortized  debt  issuance  costs and original
issue  discount  resulted  in an  extraordinary  loss of $27.0  million,  net of
applicable income tax benefit of $14.5 million.

    The availability under the $200.0 million credit facility will be reduced in
quarterly amounts beginning in the fiscal quarter ending September 30, 2001. The
initial  advance  of  $47.0  million  under  the  credit  facility  was  used in
connection  with the  repurchase of the 13% first mortgage notes and the 10-7/8%
first mortgage notes.  Subsequent advances under the credit facility may be used
for working capital,  general corporate purposes,  construction of the Suncoast,
and certain improvements to our existing  properties.  As of September 30, 2000,
we had $160.5 million outstanding under the $200.0 million credit facility.

    We believe that existing cash  balances,  operating  cash flow and available
borrowings  under the $200.0  million  credit  facility will provide  sufficient
resources to meet our debt and lease payment  obligations,  foreseeable  capital
expenditure  requirements and the balance of the  construction,  development and
opening costs of the Suncoast.

Forward-Looking Statements

    Certain statements in this section and elsewhere in this Quarterly Report on
Form  10-Q  (as  well as  information  included  in  oral  statements  or  other
statements  made or to be made by us) constitute  "forward-looking  statements".
Such  forward-looking   statements  include  the  discussions  of  our  business
strategies   and   expectations    concerning   future   operations,    margins,
profitability, liquidity and capital resources. In addition, in certain portions
of this  10-Q,  the  words:  "anticipates",  "believes",  "estimates",  "seeks",
"expects",  "plans", "intends" and similar expressions,  as they relate to Coast
Hotels or our management,  are intended to identify forward-looking  statements.
Although we believe that such forward-looking  statements are reasonable, we can
give no assurance that any forward-looking  statements will prove to be correct.
Such forward-looking  statements involve known and unknown risks,  uncertainties
and  other  factors,  which  may  cause  the  actual  results,   performance  or
achievements of Coast Hotels to be materially different from any future results,
performance  or  achievements  expressed  or  implied  by  such  forward-looking
statements.  Such factors  include,  among  others,  the risks  associated  with
entering into a new venture and new construction,  competition and other planned
construction in Las Vegas,  government regulation related to the casino industry
(including  the  regulation of gaming in certain  jurisdictions,  such as Native
American  reservations  in the State of  California),  leverage and debt service
(including  sensitivity to fluctuations in interest rates),  occupancy rates and
average daily room rates in Las Vegas, the completion of infrastructure projects
in Las Vegas and  general  economic  and  business  conditions  which may impact
levels of disposable income of consumers and pricing of hotel rooms.

                                       12
<PAGE>

Item 3.  Quantitative and Qualitative Disclosures about Market Risk.

    Market risk is the risk of loss arising from adverse changes in market rates
and  prices,  such as  interest  rates,  foreign  currency  exchange  rates  and
commodity  prices.  Our primary  exposure  to market risk is interest  rate risk
associated  with  the debt  under  our  credit  facility.  To date,  we have not
invested in  derivative- or foreign  currency-based  financial  instruments.  We
attempt to limit our  exposure to interest  rate risk by managing the mix of our
long-term  fixed-rate  borrowings and short-term  borrowings under our revolving
bank credit facility.

                                       13
<PAGE>

PART II.  OTHER INFORMATION

Item 1.  Legal Proceedings.

       None.

Item 2.  Changes in Securities.

       None.

Item 3.  Defaults Upon Senior Securities.

       None.

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

       Not applicable.

Item 5.  Other Information.

       None.

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

(a)    Exhibits.

       27.  Financial Data Schedule.

(b)    Reports on Form 8-K.

       None.

                                       14
<PAGE>

                                   SIGNATURES

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


Date:  November 14, 2000               COAST RESORTS, INC., a Nevada corporation


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