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


                       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 June 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 August 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)

                                                        June 30,    December 31,
                                                          2000          1999
                                                      (unaudited)
                                                      ----------     ----------
                      ASSETS

CURRENT ASSETS:
   Cash and cash equivalents........................  $   28,283     $   38,629
   Accounts receivable, net.........................       4,339          4,212
   Other current assets.............................      17,650         16,922
                                                      ----------     ----------
   TOTAL CURRENT ASSETS.............................      50,272         59,763
PROPERTY AND EQUIPMENT, net.........................     408,708        337,704
OTHER ASSETS........................................      10,072          8,652
                                                      ----------     ----------
                                                      $  469,052     $  406,119
                                                      ==========     ==========
                  LIABILITIES AND
               STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
   Accounts payable.................................  $    9,470     $   11,738
   Accrued liabilities..............................      32,803         32,781
   Construction accounts payable....................      11,998          8,304
   Current portion of long-term debt................       5,515          2,473
                                                      ----------     ----------
   TOTAL CURRENT LIABILITIES........................      59,786         55,296
LONG-TERM DEBT, less current portion................     274,974        234,766
DEFERRED INCOME TAXES...............................       4,601          4,222
DEFERRED RENT.......................................      18,531         16,732
                                                      ----------     ----------
   TOTAL LIABILITIES................................     357,892        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 ...............................      18,865          1,228
                                                      ----------     ----------
   TOTAL STOCKHOLDERS' EQUITY.......................     111,160         95,103
                                                      ----------     ----------
                                                      $  469,052     $  406,119
                                                      ==========     ==========

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


                                       1
<PAGE>


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

<TABLE>
<CAPTION>
                                     Three Months Ended         Six Months Ended
                                          June 30,                  June 30,
                                   ----------------------    ----------------------
                                      2000         1999         2000         1999
                                   ---------    ---------    ---------    ---------
<S>                                <C>          <C>          <C>          <C>
OPERATING REVENUES:
   Casino......................... $  68,742    $  64,564    $ 142,766    $ 130,622
   Food and beverage..............    19,104       17,812       38,808       35,586
   Hotel..........................     8,192        7,455       16,506       15,333
   Other..........................     7,205        7,148       14,126       14,194
                                   ---------    ---------    ---------    ---------
     GROSS OPERATING REVENUES.....   103,243       96,979      212,206      195,735
   Less:  promotional allowances..    (8,729)      (8,421)     (18,093)     (17,111)
                                   ---------    ---------    ---------    ---------
     NET OPERATING REVENUES.......    94,514       88,558      194,113      178,624
                                   ---------    ---------    ---------    ---------
OPERATING EXPENSES:
   Casino.........................    33,467       32,052       67,363       64,097
   Food and beverage..............    13,964       12,654       27,310       24,430
   Hotel..........................     3,198        3,214        6,363        6,255
   Other..........................     5,913        5,978       11,505       11,947
   General and administrative.....    15,959       15,597       32,246       31,021
   Pre-opening expenses...........       874           --        1,142           --
   Deferred rent..................       519          914        1,039        1,879
   Depreciation and amortization..     5,477        5,318       10,988       10,528
                                   ---------    ---------    ---------    ---------
     TOTAL OPERATING EXPENSES.....    79,371       75,727      157,956      150,157
                                   ---------    ---------    ---------    ---------
OPERATING INCOME..................    15,143       12,831       36,157       28,467
                                   ---------    ---------    ---------    ---------
OTHER INCOME (EXPENSES)
   Interest expense, net..........    (6,199)      (5,186)     (11,937)     (11,486)
   Interest capitalized...........     1,865           --        2,835           --
   Gain on disposal of assets.....         8           14            8           14
                                   ---------    ---------    ---------    ---------
TOTAL OTHER INCOME (EXPENSES).....    (4,326)      (5,172)      (9,094)     (11,472)
                                   ---------    ---------    ---------    ---------
INCOME BEFORE INCOME TAXES AND
EXTRAORDINARY ITEM................    10,817        7,659       27,063       16,995
                                   ---------    ---------    ---------    ---------
Income tax provision..............     3,817        2,953        9,426        5,965
                                   ---------    ---------    ---------    ---------
INCOME BEFORE EXTRAORDINARY ITEM..     7,000        4,706       17,637       11,030
                                   ---------    ---------    ---------    ---------
Extraordinary item - loss on early
 retirement of debt, net of
 applicable income tax benefit
 ($14,543).......................         --           --           --      (27,007)
                                   ---------    ---------    ---------    ---------
NET INCOME (LOSS)................  $   7,000    $   4,706    $  17,637    $ (15,977)
                                   =========    =========    =========    =========

Basic and diluted income before
extraordinary item...............  $    4.73    $    3.16    $   11.93    $    7.42
                                   =========    =========    =========    =========
Basic and diluted net income
(loss)...........................  $    4.73    $    3.16    $   11.93    $  (10.74)
                                   =========    =========    =========    =========
Weighted average shares
outstanding......................  1,478,978    1,487,353    1,478,978    1,487,353
                                   =========    =========    =========    =========
</TABLE>

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


                                       2
<PAGE>


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

                                                            Six Months Ended
                                                                June 30,
                                                         ----------------------
                                                            2000         1999
                                                         ---------    ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income (loss)..................................   $  17,637   $ (15,977)
                                                         ---------    ---------
    ADJUSTMENTS TO RECONCILE NET INCOME (LOSS) TO
     NET CASH PROVIDED BY OPERATING ACTIVITIES:
     Depreciation and amortization....................      10,988      10,528
     Amortization of debt offering costs..............         526          --
     Deferred income taxes............................          54      (4,975)
     Deferred rent....................................       1,799       1,879
     Loss on early retirement of debt.................          --      41,550
     Other non-cash expenses..........................          57         300
     Changes in assets and liabilities:
      Net increase in accounts receivable and other
       assets.........................................      (2,889)     (6,802)
      Net increase (decrease) in accounts payable and
       accrued liabilities............................      (2,246)      3,062
                                                         ---------   ---------
   TOTAL ADJUSTMENTS..................................       8,289      45,542
                                                         ---------   ---------
   NET CASH PROVIDED BY OPERATING ACTIVITIES..........      25,926      29,565
                                                         ---------   ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures, net of amounts in accounts
    payable...........................................     (77,993)    (17,924)
   Proceeds from disposal of assets...................          51          18
                                                         ---------   ---------
   NET CASH USED IN INVESTING ACTIVITIES..............     (77,942)    (17,906)
                                                         ---------   ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from issuance of long-term debt, net of
    issuance costs....................................          --     167,960
   Early retirement of debt..........................           --    (223,017)
   Principal payments on long-term debt...............        (350)    (15,388)
   Proceeds from borrowings under bank line of credit.      43,600      59,000
   Repayments of borrowings under bank line of credit.          --     (10,000)
   Repurchase of common stock ........................      (1,580)       (700)
                                                         ---------   ---------
   NET CASH PROVIDED BY (USED IN) FINANCING
     ACTIVITIES.......................................      41,670     (22,145)
                                                         ---------   ---------
NET DECREASE IN CASH AND CASH EQUIVALENTS.............     (10,346)    (10,486)
CASH AND CASH EQUIVALENTS, at beginning of period.....      38,629      41,598
                                                         ---------   ---------
CASH AND CASH EQUIVALENTS, at end of period...........   $  28,283   $  31,112
                                                         =========   =========

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


                                       3
<PAGE>


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

<TABLE>
<CAPTION>
                                  Common Stock      Additional
                                 -----------------   Paid-In     Retained  Treasury
                                  Shares    Amount   Capital     Earnings    Stock     Total
                                 ---------  ------  -----------  --------  --------  --------
<S>                  <C> <C>     <C>        <C>     <C>          <C>       <C>      <C>
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..................         --      --           --   17,637        --     17,637
                                 ---------  ------  -----------  -------   -------  ---------
Balances at June 30, 2000
 (unaudited)...................  1,463,178  $   15  $    95,398  $18,865   $(3,118) $ 111,160
                                 =========  ======  ===========  =======   =======  =========
</TABLE>


    The accompanying notes are an integral part of these 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  three Las Vegas  hotel-casinos  and is  developing a
fourth.

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

     o    On July 1,  1999,  we began  construction  of the  Suncoast  Hotel and
          Casino near  Summerlin  in the west end of the Las Vegas  valley.  The
          Suncoast,  with a construction  budget of $185 million, is expected to
          open in September 2000.

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 June 30, 2000 and December
31, 1999:

                                                          June 30,     December
                                                            2000       31, 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..........       98,600       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.................................        2,293        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 the former
 partners of Barbary Coast and Gold Coast.............        1,975        1,975

Other notes payable...................................          661          851
                                                         ----------   ----------
                                                            280,489      237,239
Less: current portion................................         5,515        2,473
                                                         ----------   ----------
                                                         $  274,974   $  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 June 30, 2000 the interest rate was 8.40%. 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>


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

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 three
months  ended  March 31,  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 June 30, 2000, Coast Hotels had
$98.6 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 June 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 June
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    Six Months Ended
                                             June 30,             June 30,
                                        -----------------   -------------------
                                          2000     1999       2000       1999
                                        -------   -------   --------   --------
                                          (in thousands)      (in thousands)
                                           (unaudited)          (unaudited)
Hotel-casino operations:
   Net operating revenues ............. $94,514   $88,558   $194,113   $178,624
   Operating expenses .................  78,380    73,556    155,440    145,330
                                        -------   -------   --------   --------
Operating income from hotel-casino
 operations............................  16,134    15,002     38,673     33,294
Corporate expenses (1) ................     991     2,171      2,516      4,827
                                        -------   -------   --------   --------
Total operating income ................ $15,143   $12,831   $ 36,157   $ 28,467
                                        =======   =======   ========   ========
EBITDA, hotel-casino operations (2).... $22,922   $20,596   $ 51,590   $ 44,335
                                        =======   =======   ========   ========
EBITDA, total (including corporate)(2). $22,013   $19,063   $ 49,326   $ 40,874
                                        =======   =======   ========   ========


(1) Corporate  expenses include corporate general and  administrative  expenses,
    depreciation  and  amortization  and,  prior  to July 1,  1999,  land  lease
    expenses,  both cash and deferred, on the Suncoast land. Suncoast land lease
    expenses  subsequent to July 1, 1999, the date we commenced  construction of
    the Suncoast, are being capitalized during construction.

(2) "EBITDA" means earnings before interest, taxes, depreciation,  amortization,
    deferred (non-cash) rent expense and certain non-recurring items,  including
    pre-opening  expenses.  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.  EBITDA is presented solely as supplemental disclosure
    because  management  believes  that it is a widely used measure of operating
    performance in the gaming industry. 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 Operation (Continued)

Three Months Ended June 30, 2000 Compared to Three Months Ended June 30, 1999
and Six Months Ended June 30, 2000 Compared to Six Months Ended June 30, 1999

    Net revenues in the quarter ended June 30, 2000 were $94.5 million  compared
to $88.6 million in the same quarter in 1999, an increase of 6.7%, primarily due
to improved casino revenues at each of our  hotel-casinos.  Revenues were higher
at all three of our hotel-casino properties. Second quarter operating income was
$15.1 million compared to 1999 second quarter operating income of $12.8 million,
an  increase  of  16.4%.  Operating  income  improvements  at each of our  three
existing hotel-casinos were partially offset by $874,000 of pre-opening expenses
related to our newest hotel-casino,  the Suncoast,  which is expected to open in
the fall of 2000.  Net income  improved to $7.0 million in the second quarter of
2000, compared to net income of $4.7 million in the second quarter of 1999.

    In the six months ended June 30,  2000,  net  revenues  were $194.1  million
compared to $178.6 million in the first six months of 1999, an increase of 8.7%,
primarily  due to  improved  casino  revenues  at  each  of  our  hotel-casinos.
Operating  income in the six-month  period was $36.2  million  compared to $28.5
million in the first six months of 1999, an increase of 24.9%.  Operating income
improved at each of our three existing  hotel-casinos,  but was partially offset
by pre-opening expenses of $1.1 million related to the Suncoast.  Net income was
$17.6  million in the first six months of 2000  compared  to a net loss of $16.0
million in the first six months of 1999.  The loss in the first half of 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 $11.0 million in the first six months of 1999.

    Casino.  Casino  revenues  in the  quarter  ended  June 30,  2000 were $68.7
million compared to $64.6 million in 1999, an increase of 6.5%.  Casino revenues
improved at all three of our  hotel-casinos,  primarily due to improved customer
wagering  volume in our table  games and slot  machine  areas.  In the first six
months of 2000,  casino revenues were $142.8 million  compared to $130.6 million
in the  first  six  months  of 1999,  an  increase  of 9.3%.  The  increase  was
attributable  to  improved  customer  wagering  volume  at  each  of  our  three
hotel-casinos.

    Casino  expenses in the quarter  ended June 30, 2000  increased by 4.4% over
the same quarter in 1999, primarily due to increased promotional expenses at the
Gold Coast and the Orleans.  The casino  operating margin improved in the second
quarter  of 2000 to  51.3%  compared  to 50.4% in the  second  quarter  of 1999.
Year-to-date,  casino  expenses  increased  by 5.1% over the first six months of
1999, and the casino  operating margin improved to 52.8% for the period compared
to 50.9% in the prior year.

    Food and  Beverage.  Food and beverage  revenues  were $19.1  million in the
quarter  ended June 30, 2000  compared to $17.8  million in 1999, an increase of
7.3%.  The increase was  primarily due to increased  customer  volume and higher
prices at the  Orleans'  new  buffet  that  opened  in May 1999,  as well as the
addition in April 2000 of two new restaurants at the Orleans. Year-to-date, food
and beverage  revenues were $38.8 million  compared to $35.6 million in 1999, an
increase of 9.1%. The increase was  attributable  to the expanded buffet and the
two new restaurants at the Orleans.

    Food and beverage expenses in the three months ended June 30, 2000 increased
by 10.4% over the same period in 1999,  primarily due to increased  staffing and
higher food costs in the Orleans' new buffet, as well as expenses related to the
two new restaurants that opened in the quarter. Year-to-date,  food and beverage
expenses  increased by 11.8%,  primarily  due to the new  restaurants  discussed
above.


                                       9
<PAGE>


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

Results of Operations (Continued)

    Hotel.  Hotel room revenues were $8.2 million in the three months ended June
30,  2000,  an increase of 9.9% over 1999  revenues of $7.5  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 $50 in the second
quarter  of  1999  to $56 in the  second  quarter  of  2000  contributed  to the
increased revenues.  Hotel operating margins improved to 61.0% from 56.9% in the
second quarter as revenues  increased and expenses remained flat compared to the
prior year.

    In the first six months of 2000,  hotel revenues were $16.5 million compared
to $15.3  million in the same  period in 1999,  an  increase  of 7.7%.  A slight
decline in  occupancy  percentages  at each of our three hotels was offset by an
increase in the  average  daily room rates from $53 in the first half of 1999 to
$58 in the first half of 2000. Hotel operating  margins improved to 61.5% in the
first  half of 2000  compared  to 59.2% in the  first  half of 1999,  due to the
increased revenues and only a slight (1.7%) increase in expenses.

    Other.  Other revenues were  relatively  flat compared to the prior year, up
0.8% in the second quarter and down 0.5% in the first six months. Other expenses
declined 1.1% in the second  quarter and 3.7%  year-to-date,  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
2.6% to $16.0 million in the second quarter of 2000 compared to $15.6 million in
1999. In the six months ended June 30, 2000, general and administrative expenses
were $32.2  million  compared to $31.0  million in the same  period in 1999,  an
increase of 4.0%.  The increases  were due, in part, to July 1999 wage increases
at our three hotel-casinos.  Additionally, an expansion completed in May 1999 at
the Orleans  resulted in higher utility costs and increased  staffing in several
ancillary  departments.  General and  administrative  expenses include cash rent
expense of $675,000  and $1.2  million in the second  quarters of 2000 and 1999,
respectively.  Cash rent was $1.4  million  in the first six  months of 2000 and
$2.3 million in the first six months of 1999. Cash rent is lower in 2000 because
rent  on  the  Suncoast  land  has  been  capitalized   since  July  1999,  when
construction of that project commenced.

    Pre-opening  Costs.  Pre-opening  costs  related to the  development  of the
Suncoast are expensed as incurred. These costs were $874,000 and $1.1 million in
the three months and six months ended June 30, 2000, respectively. There were no
pre-opening costs in the first six months of 1999.

    Deferred  Rent.  Deferred  rent in the second  quarter of 2000 was  $519,000
compared to $914,000 in the second quarter of 1999. Year-to-date,  deferred rent
was $1.0  million in 2000  compared  to $1.9  million in the first six 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
$5.5 million in the second  quarter of 2000 compared to $5.3 million in 1999. In
the six months ended June 30, 2000,  depreciation and  amortization  expense was
$11.0  million  compared to $10.5 million in the six months ended June 30, 1999.
The increases were primarily due to the addition of new equipment at each of our
hotel-casino properties.


                                       10
<PAGE>


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

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 $25.9  million  in the six  months  ended June 30,  2000  compared  to $29.6
million in 1999.

    Cash used in investing  activities in the six months ended June 30, 2000 was
$77.9  million and was  primarily  for  capital  expenditures,  including  $65.2
million for the ongoing  construction of the Suncoast.  Our anticipated  capital
expenditures  for  2000  are  $162.8  million,   including  $149.9  million  for
construction of the Suncoast,  $9.7 million for maintenance capital expenditures
at our three  existing  hotel-casinos  and $3.2  million for  various  projects,
including new  restaurants at the Orleans and a remodeling of the bowling center
at the Gold Coast. Cash used in investing  activities in the first six months of
1999 was $17.9 million, primarily for capital expenditures.

    Cash  provided by financing  activities  was $41.7  million in the first six
months of 2000,  primarily  from  borrowings  under our $200.0  million  line of
credit.  In the first six months of 1999, cash used in financing  activities was
$22.1 million,  due primarily to a refinancing of our debt. 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 June 30, 2000, the
interest rate was 8.40%. 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.

    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 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,  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, net of applicable income tax benefit of $14.5 million.


                                       11
<PAGE>


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

Liquidity and Capital Resources (Continued)

    The availability under the $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 June 30, 2000, Coast
Hotels had $98.6 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   at  our  existing   properties  and   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
Resorts 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  Resorts  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 our long-term debt. 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:  August 14, 2000                 COAST RESORTS, INC., a Nevada corporation


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