U.S. Securities and Exchange Commission
                             Washington, D.C. 20549

                                    FORM 10-Q

                   QUARTERLY REPORT UNDER SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

(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

     [ ]  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 0-22132

                          BUCKHEAD AMERICA CORPORATION
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

              DELAWARE                                 58-2023732
 -----------------------------------   -----------------------------------------
(State or other jurisdiction of               (IRS Employer
incorporation or organization)               Identification No.)

            7000 CENTRAL PARKWAY, SUITE 850, ATLANTA, GEORGIA 30328
--------------------------------------------------------------------------------
            (Address of principal  executive offices)     (Zip Code)

                            (770) 393-2662
--------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)

                                      N/A
--------------------------------------------------------------------------------
(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:  October 31, 2000

           Common stock, par value $.01 - 2,028,244 shares outstanding
           -----------------------------------------------------------





<PAGE>


                         PART I - FINANCIAL INFORMATION

                          ITEM 1. FINANCIAL STATEMENTS


                          BUCKHEAD AMERICA CORPORATION
                                AND SUBSIDIARIES

                   Condensed Consolidated Financial Statements

                           September 30, 2000 and 1999

                                   (Unaudited)

                                       2
<PAGE>

<PAGE>
<TABLE>
<CAPTION>

                          BUCKHEAD AMERICA CORPORATION
                                AND SUBSIDIARIES

                      Condensed Consolidated Balance Sheets
                    September 30, 2000 and December 31, 1999
                                   (Unaudited)
<S>                                                                         <C>                  <C>
                                                                               September 30,     December 31,
     Assets                                                                       2000               1999
                                                                               -------------   ---------------
Current assets:
    Cash and cash equivalents, including restricted cash of
     $615,966 at September 30, 2000 and $486,160 at December 31, 1999        $    2,087,416         2,390,856
    Investment securities, including restricted securities of
     $186,195 at September 30, 2000 and $215,849 at December 31, 1999               300,147         1,312,256
    Accounts receivable, net                                                      2,464,553         1,857,002
    Current portions of notes receivable, net                                       577,381           517,870
    Property held for sale, net                                                   7,288,216         8,114,083
    Other current assets                                                            333,872           666,439
                                                                               -------------   ---------------
                    Total current assets                                         13,051,585        14,858,506

Noncurrent portions of notes receivable, net                                      3,864,300         3,482,633
Property and equipment, at cost, net                                             35,678,093        31,979,242
Deferred tax assets, net                                                          2,994,328         2,788,000
Other assets                                                                      5,439,004         5,606,320
                                                                               -------------   ---------------
                                                                             $   61,027,310        58,714,701
                                                                              ==============   ===============

    Liabilities and Shareholders' Equity
    ------------------------------------

Current liabilities:
    Accounts payable and accrued expenses                                    $    3,537,374         2,634,184
    Current portions of notes payable                                             7,513,571         8,681,568
                                                                               -------------   ---------------
                    Total current liabilities                                    11,050,945        11,315,752

Noncurrent portions of notes payable                                             26,753,661        24,097,774
Other liabilities                                                                   322,314           396,266
                                                                               -------------   ---------------
                    Total liabilities                                            38,126,920        35,809,792
                                                                               -------------   ---------------

Minority interest in partnerships                                                   933,718           450,290

Shareholders' equity:
    Series A preferred stock; par value $100; 200,000 shares
       authorized; 30,000 shares issued and outstanding                           3,000,000         3,000,000
    Common stock; $.01 par value; 5,000,000 shares authorized;
       2,113,881 and 2,094,655 shares issued and 2,028,244 and 2,029,313
       shares outstanding at September 30, 2000 and December 31, 1999,
       respectively                                                                  21,139            20,947
    Additional paid-in capital                                                    7,950,859         7,854,921
    Retained earnings                                                            11,847,238        12,234,054
    Accumulated other comprehensive loss                                           (218,012)         (148,023)
    Treasury stock, 85,637 and 65,342 common shares
       at September 30, 2000 and December 31, 1999, respectively                   (634,552)         (507,280)
                                                                               -------------   ---------------
                    Total shareholders' equity                                   21,966,672        22,454,619
                                                                               -------------   ---------------
                                                                             $   61,027,310        58,714,701
                                                                              ==============   ===============
</TABLE>

See accompanying notes to condensed consolidated financial statements.


                                       3
<PAGE>

<TABLE>
<CAPTION>
<S>                                                           <C>                <C>
                          BUCKHEAD AMERICA CORPORATION
                                AND SUBSIDIARIES

               Condensed Consolidated Statements of Income (Loss)
                  Nine Months ended September 30, 2000 and 1999
                                   (Unaudited)


                                                                    2000             1999
                                                              ---------------     ------------
Revenues:
      Hotel revenues                                           $  18,872,173        19,446,646
      Franchise fees, management fees, and other income            1,537,628         2,458,464
      Gains on property and leasehold interest sales, net            591,584         3,152,213
      Interest income                                                348,310           327,020
                                                              ---------------     ------------
                Total revenues                                    21,349,695        25,384,343
                                                              ---------------     ------------

     Hotel operations                                             13,496,944         3,577,320
      Other operating and administrative                           2,678,620         2,386,358
      Leasehold rent                                               2,074,184         2,399,882
      Depreciation and amortization                                1,252,943         1,217,548
      Interest                                                     2,183,820         2,364,490
                                                              ---------------     ------------
               Total expenses                                     21,686,511        21,945,598
                                                              ---------------     ------------
                   Income (loss) before income taxes                (336,816)        3,438,745

Deferred income tax expense (benefit)                               (135,000)        1,385,000
                                                              ---------------     ------------
                   Net income (loss)                          $     (201,816)        2,053,745
                                                              ===============     ============
Net income (loss) per common share:
      Basic                                                   $        (0.21)             0.93
                                                              ===============     ============

      Diluted                                                 $        (0.21)             0.72
                                                              ===============     ============

Weighted average number of shares used to calculate
net income (loss) per common share:
      Basic                                                        2,021,892         1,967,715
                                                              ===============     ============
      Diluted                                                      2,021,892         3,127,298
                                                              ===============     ============

</TABLE>

See accompanying notes to condensed consolidated financial statements.


                                       4
<PAGE>


<TABLE>
<CAPTION>
<S>                                                           <C>            <C>
                          BUCKHEAD AMERICA CORPORATION
                                AND SUBSIDIARIES

               Condensed Consolidated Statements of Income (Loss)
                 Three Months ended September 30, 2000 and 1999
                                   (Unaudited)


                                                                   2000            1999
                                                                ------------- -------------
Revenues:
      Hotel revenues                                          $    6,567,003      6,901,554
      Franchise fees, management fees, and other income              560,643        680,775
      Gains on property and leasehold interest sales, net            578,411        212,729
      Interest income                                                106,926         83,037
           Total revenues                                          7,812,983      7,878,095
                                                                ------------- -------------
Expenses:
      Hotel operations                                             4,902,954      4,677,821
      Other operating and administrative                             934,278        759,053
      Leasehold rent                                                 740,987        898,912
      Depreciation and amortization                                  437,021        345,290
      Interest                                                       765,232        732,379
                                                                ------------- -------------
           Total expenses                                          7,780,472      7,413,455
                                                                ------------- -------------
                Income before income taxes                            32,511        464,640

Deferred income tax expense                                           13,000        185,000
                                                                ------------- -------------
                Net income                                    $       19,511        279,640
                                                                ============= =============

Net income(loss) per common share:
     Basic                                                     $       (0.03)          0.10
                                                                ============= =============

     Diluted                                                   $       (0.03)          0.10
                                                                ============= =============

Weighted average number of shares used to
   calculate net  income(loss) per common share:
      Basic                                                        2,024,393      1,993,091
                                                                ============= =============
      Diluted                                                      2,024,393      2,028,907
                                                                ============= =============


See accompanying notes to condensed consolidated financial statements.
</TABLE>



                                       5
<PAGE>

<TABLE>
<CAPTION>
<S>                                                            <C>                   <C>
                          BUCKHEAD AMERICA CORPORATION
                                AND SUBSIDIARIES

                 Condensed Consolidated Statements of Cash Flows
                  Nine Months Ended September 30, 2000 and 1999
                                   (Unaudited)

                                                                      2000                 1999
                                                                  ---------------      --------------
Cash from operating activities:
  Net income (loss)                                              $      (201,816)          2,053,745
  Adjustments to reconcile net income (loss)
   to net cash provided by (used in) operating activities:
    Depreciation and amortization                                      1,252,943           1,217,548
    Sales (purchases) of trading securities, net                       1,034,142          (2,469,018)
    Gains on property and leasehold interest sales                      (591,894)         (5,471,395)
    Minority interest in partnership income                              190,196           2,521,962
    Deferred income tax expense (benefit)                               (135,000)          1,385,000
    Increase in accounts receivable, net                                (607,551)           (244,220)
    Increase (decrease) in accounts payable and accrued
     expenses, net                                                       903,190            (421,778)
    Other, net                                                           165,254             280,556
                                                                  ---------------      --------------
    Net cash provided by (used in) operating activities                2,009,464          (1,147,600)
                                                                  ---------------      --------------
Cash flows from investing activities:
  Principal receipts on notes receivable                                 535,628             183,725
  Originations of notes receivable                                      (652,500)           (165,000)
  Acquisitions of businesses and hotels                                 (992,556)           (506,040)
  Capital expenditures                                                (3,046,798)         (2,488,400)
  Proceeds from property and leasehold interest sales, net             1,185,266           8,379,512
  Other, net                                                            (248,932)           (166,934)
                                                                  ---------------      --------------
    Net cash provided by (used in) investing activities               (3,219,892)          5,236,863
                                                                  ---------------      --------------
Cash flows from financing activities:
  Repayments of notes payable                                           (990,911)         (1,827,961)
  Proceeds from notes payable                                          2,220,809           2,495,018
  Distributions to minority interest partners                           (106,768)         (3,206,894)
  Preferred stock dividends paid                                        (185,000)            (94,375)
  Other, net                                                             (31,142)             64,819
                                                                  ---------------      --------------
    Net cash provided by (used in) financing activities                  906,988          (2,569,393)
                                                                  ---------------      --------------
Net increase (decrease) in cash and cash equivalents                    (303,440)          1,519,870

Cash and cash equivalents at beginning of period                       2,390,856           1,604,194
                                                                  ---------------      --------------
Cash and cash equivalents at end of period                        $    2,087,416           3,124,064
                                                                 ================       =============

                                                                     (Continued)

</TABLE>

See accompanying notes to condensed consolidated financial statements.



                                       6
<PAGE>


                          BUCKHEAD AMERICA CORPORATION
                                AND SUBSIDIARIES

           Condensed Consolidated Statements of Cash Flows - Continued
                  Nine Months Ended September 30, 2000 and 1999
                                   (Unaudited)


Supplemental disclosures of noncash investing and financing activities:

During 2000, the Company recorded the following  partial cash activity  relating
to the  purchases  of three  hotel  properties,  one of which it had  previously
operated under a lease agreement:

   Costs:
      Cash                                         $       992,556
      Lease deposit notes applied                          225,694
      Minority partner's investment                        400,000
      Notes payable assumed or issued                    3,767,800
                                                    --------------
                                                   $     5,386,050
                                                    ==============
   Allocated to:
      Property and equipment                       $     5,283,331
      Other assets                                         102,719
                                                    --------------
                                                   $     5,386,050
                                                    ==============


During 2000, the Company recorded the following  partial cash activity  relating
to the sales of two hotel properties and the sales of leasehold interests in two
other hotel properties:

  Proceeds:
     Cash, net of closing costs                    $     1,185,266
     Notes receivable, net                                 550,000
                                                    ---------------
                                                         1,735,266
  Basis in assets sold:
    Property and equipment, net                          4,563,459
    Other assets                                            89,721
    Notes payable                                       (3,509,808)
                                                    ---------------
                                                         1,143,372
                                                    ---------------

  Net gains                                        $       591,894
                                                    ===============

                                                       (Continued)



See accompanying notes to condensed consolidated financial statements.


                                       7
<PAGE>



                          BUCKHEAD AMERICA CORPORATION
                                AND SUBSIDIARIES

           Condensed Consolidated Statements of Cash Flows - Continued
                  Nine Months Ended September 30, 2000 and 1999
                                   (Unaudited)


In June 1999, the Company recorded the following  partial cash activity relating
to the sale of a 150-room hotel in Orlando, Florida:

      Gross sales price                                      $  13,500,000
      Portion allocated to management
        and franchise contract termination                      (1,446,590)
                                                              -------------
      Net sales price                                           12,053,410

      Basis in property sold                                    (6,474,116)
      Costs                                                       (327,682)
                                                              -------------

      Net gain                                               $   5,251,612
                                                              =============

     The company  owned  approximately  59% of the  partnership  which owned the
     hotel.

In August  1999,  the Company  recorded  the  following  partial  cash  activity
relating to the acquisition of management contracts on nine hotel properties:

      Cash and payables                                      $     506,040
      Common stock issued (65,378 shares)                          392,268
                                                              ------------
      Deferred costs of management contracts                 $     898,308
                                                              ============

During 1999, the Company recorded the following  partial cash activity  relating
to the sale of a hotel  property  and the sales of  leasehold  interests in four
other hotel properties:

      Proceeds:
        Cash, net of closing costs                           $     709,437
        Notes receivable, net                                      825,000
                                                              -------------
                                                             $   1,534,437
      Basis in assets sold:
        Property and equipment, net                              1,184,645
        Other assets                                               655,009
        Notes payable                                             (525,000)
                                                              -------------
                                                                 1,314,654
                                                              -------------
      Net gains                                              $     219,783
                                                              =============


See accompanying notes to condensed consolidated financial statements.


                                       8
<PAGE>



                          BUCKHEAD AMERICA CORPORATION
                                AND SUBSIDIARIES

              Notes to Condensed Consolidated Financial Statements
                           September 30, 2000 and 1999
                                   (Unaudited)


(1)  Basis of Presentation

     The accompanying  unaudited condensed  consolidated financial statements do
     not include all of the  information  and  footnotes  required by  generally
     accepted accounting  principles for complete financial  statements.  In the
     opinion of management,  all  adjustments  (consisting  of normal  recurring
     accruals)  considered necessary for a fair presentation have been included.
     The  results  of  operations  for  interim   periods  are  not  necessarily
     indicative of the results that may be expected for a full year or any other
     interim period.  For further  information,  see the consolidated  financial
     statements  included  in the  Company's  Form  10-KSB  for the  year  ended
     December 31, 1999.

(2)  Comprehensive Income (Loss)

     Total  comprehensive  income (loss) for the nine months ended September 30,
     2000 and 1999 was  $(271,805)  and  $2,065,410,  respectively,  and for the
     three months ended  September  30, 2000 and 1999 was $(3,819) and $283,529,
     respectively.

(3)  Segment Information

     Condensed  operating  results for each Company  segment for the nine months
     ended  September 30, 2000 and 1999 are presented  below:

<TABLE>
<CAPTION>
    <S>                    <C>           <C>          <C>          <C>            <C>             <C>
                                                  Nine months ended September  30,  2000
                             ----------------------------------------------------------------------------------
                                 Hotel       Hotel      Hotel       Development
                              Ownership   Management  Franchising   & Corporate    Eliminations    Consolidated
                              ---------   ----------  -----------   -----------    ------------    ------------

    Revenues                 $18,872,173   1,533,545    1,378,818        955,893    (1,390,734)      21,349,695
    Expenses                  13,894,395   1,596,126      819,598      1,256,179    (1,390,734)      16,175,564
                              ----------   ----------  -----------   -----------                     ----------
       EBITDAR*                4,977,778     (62,581)     559,220       (300,286)                     5,174,131

    Rent                       2,074,184           -            -              -                      2,074,184
    Depreciation               1,040,418     100,025       94,500         18,000                      1,252,943
    Interest                   1,729,339           -            -        454,481                      2,183,820
                              ----------   ----------  -----------   -----------                     ----------

    Income (loss) before
       income taxes          $   133,837    (162,606)     464,720       (772,767)                      (336,816)
                              ==========   ==========  ===========   ===========                     ==========

                                                  Nine months ended September  30,  1999
                             ----------------------------------------------------------------------------------
                                 Hotel       Hotel      Hotel       Development
                              Ownership   Management  Franchising   & Corporate    Eliminations    Consolidated
                              ---------   ----------  -----------   -----------    ------------    ------------
    Revenues                 $19,446,646   1,851,205    1,812,766      3,547,428    (1,273,702)      25,384,343
    Expenses                  13,893,547   1,287,712      835,222      1,220,899    (1,273,702)      15,963,678
                              ----------   ----------  -----------   -----------                     ----------
       EBITDAR*                5,553,099     563,493      977,544      2,326,529                      9,420,665

    Rent                       2,399,882           -            -              -                      2,399,882
    Depreciation               1,097,188      21,360       90,000          9,000                      1,217,548
    Interest                   1,834,766           -            -        529,724                      2,364,490
                              ----------   ----------  -----------   -----------                     ----------

    Income (loss) before
       income taxes          $   221,263     542,133      887,544      1,787,805                      3,438,745
                              ==========   ==========  ===========   ===========                     ==========

</TABLE>
                                                                     (Continued)
                                       9
<PAGE>
                                                                     (Continued)


                          BUCKHEAD AMERICA CORPORATION
                                AND SUBSIDIARIES

              Notes to Condensed Consolidated Financial Statements
                           September 30, 2000 and 1999
                                   (Unaudited)


Condensed  operating results for each Company segment for the three months ended
September 30, 2000 and 1999 are presented  below:

<TABLE>
<CAPTION>
     <S>                   <C>           <C>        <C>           <C>             <C>              <C>

                                                  Three months ended September  30,  2000
                             ----------------------------------------------------------------------------------
                                 Hotel       Hotel      Hotel       Development
                              Ownership   Management  Franchising   & Corporate    Eliminations    Consolidated
                              ---------   ----------  -----------   -----------    ------------    ------------

    Revenues                $ 6,567,003      585,773      474,611       686,586      (500,990)      7,812,983
    Expenses                  5,049,740      547,309      314,839       426,334      (500,990)      5,837,232
                            -----------   ----------  -----------   -----------     ------------   ------------
       EBITDAR*               1,517,263       38,464      159,772       260,252                     1,975,751

    Rent                        740,987            -            -             -                       740,987
    Depreciation                362,740       36,781       31,500         6,000                       437,021
    Interest                    626,369            -            -       138,863                       765,232
                            -----------   ----------  -----------   -----------     ------------   ------------
    Income (loss) before
      income taxes         $  (212,833)        1,683      128,272       115,389                        32,511
                            ===========   ==========  ===========   ===========     ============   ============

                                                  Three months ended September  30,  1999
                             ----------------------------------------------------------------------------------
                                 Hotel       Hotel      Hotel       Development
                              Ownership   Management  Franchising   & Corporate    Eliminations    Consolidated
                              ---------   ----------  -----------   -----------    ------------    ------------

   Revenues                 $ 6,901,554     544,643       558,331       344,414       (470,847)       7,878,095
   Expenses                   4,794,323     442,940       216,932       453,526       (470,847)       5,436,874
                            -----------   ----------  -----------   -----------                       -----------
     EBITDAR*                 2,107,231     101,703       341,399     (109,112)                       2,441,221


   Rent                         898,912           -             -             -                         898,912
   Depreciation                 305,120       7,170        30,000         3,000                         345,290
   Interest                     566,586           -             -       165,793                         732,379
                            -----------   ----------  -----------   -----------                       -----------

Income (loss) before
   income taxes             $   336,613      94,533       311,399     (277,905)                         464,640
                            ===========   ==========  ===========   ===========     ============     ============

</TABLE>

* Earnings before interest, taxes, depreciation, amortization, and rent


Development  and  corporate  revenues and income  before taxes in the nine month
period ended  September  30, 1999 include the Company's  approximate  $3 million
share  of the  gain on sale of its  Orlando  hotel  net of  gains,  losses,  and
impairment  provisions relating to other hotel properties sold or held for sale.
Hotel  management and  franchising  revenues and income before taxes in the nine
month period ended September 30, 1999 include  termination fees of approximately
$605,000 and $640,000, respectively, relating to the sale of the Orlando hotel.




                                       10
<PAGE>



ITEM  2.MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.

Material Changes in Financial Condition.
----------------------------------------

The  Company  generated  positive  cash flow from  operations  of  approximately
$2,009,000  during the first nine months of 2000. This included sales of trading
securities  of  approximately  $1,034,000,   thus  actual  cash  generated  from
operating  segments  amounted  to  approximately  $975,000,  most of such  being
generated  in  the  second  and  third   quarters.   Property  sales   generated
approximately  $1,185,000  of  additional  funds in addition to a $550,000  note
receivable which will provide additional cash inflow in future periods. The most
notable  of these  sales was the  180-room  Days Inn in  Daytona,  Florida  (the
"Daytona  Hotel") for an aggregate  sales price of  approximately  $3.5 million.
During  1999,  the  Daytona  Hotel   contributed  net  income  before  taxes  of
approximately  $108,000 and during 2000  contributed  net income before taxes of
approximately  $275,000  prior  to its sale in  September.  The  Company  sold a
40-room hotel  property in Wharton,  Texas in January 2000 resulting in net cash
proceeds of approximately  $267,000.  Also, a mortgage obligation was reduced by
$600,000 in  connection  with the sale.  The property  continues to operate as a
Country  Hearth Inn. In April,  the Company sold an Ohio hotel and an unimproved
land parcel for aggregate  net proceeds of  approximately  $314,000.  A $671,000
mortgage note was paid off in connection with the hotel sale.

In June 2000, the Company purchased a 40-room Country Hearth Inn in Barnesville,
Georgia  which had  previously  been  operated by the Company under an operating
lease. The $1,350,000 purchase price was substantially  funded by the assumption
of a mortgage note of approximately  $968,000 and the offset of notes receivable
previously due from the seller of  approximately  $226,000.  In August 2000, the
Company purchased a 40-room hotel in Grand Rapids,  Michigan and a 42-room hotel
in Dublin,  Ohio.  Both  properties  were  immediately  converted  to operate as
Country  Hearth Inns and are managed by the Company.  The Grand Rapids  property
was purchased by a limited liability  corporation  ("LLC") which is 20% owned by
the  Company.  The property is operated by the Company  under a lease  agreement
with the LLC. Due to effective control, the Grand Rapids property is included in
the Company's financial  statements on a consolidated basis and the unaffiliated
third party's  investment in the LLC is treated as minority  interest.  The $1.8
million purchase price was essentially  funded by the  unaffiliated  third party
investment of $400,000 and the issuance of a $1.4 million first  mortgage  note.
Closing costs of approximately  $100,000 were funded by the Company.  The Dublin
property was purchased by a partnership  which is 70% owned by the Company.  The
$2 million  purchase price and closing costs were funded from  partnership  cash
and the  issuance of a $1.4  million  first  mortgage  note.  The  Company  used
aggregate   cash  funds  of   approximately   $993,000  for  these  three  hotel
acquisitions.

During  the first  nine  months of 2000,  the  Company  disbursed  approximately
$653,000 for originations of new notes receivable. Most of these notes relate to
lease  deposits  for five new  40-room  Country  Hearth  Inns  located  in rural
communities  in Georgia  which will be  operated  by the  Company.  Two of these
properties are expected to open in 2000 and the other three are expected to open
in 2001. The Company is committed to expend an additional  $360,000  relating to
these  properties.  A substantial  portion of the funds needed for the new notes
receivable was generated from principal receipts on existing notes receivable of
approximately $536,000.

In  addition  to  the   acquisitions   discussed  above,  the  Company  invested
approximately $3,047,000 in capital expenditures during the first nine months of
2000. Most of these  expenditures  relate to the construction of two new 40-room
Country Hearth Inns in Madison,  Indiana and Urbana,  Ohio.  Both properties are
expected to open in the fourth  quarter of 2000.  Approximately  $1.8 million of
such expenditures were funded by construction loan proceeds.

Additionally,   the  Company  repaid  debt  obligations,  paid  preferred  stock
dividends,  and made  distributions  to its  minority  interest  partners.  Such
expenditures aggregated  approximately $1.3 million during the nine months ended
September  30,  2000.  The  combined  effect of these  and the other  activities
discussed  above  resulted in a net decrease in cash of  approximately  $303,000
from  December  31,  1999  after  making  a  $400,000  draw on a line of  credit
commitment of $1,090,000.  The Company has construction  loan commitments  which
are considered  adequate to complete current new construction  projects and also
has an unused line of credit commitment of $690,000. Also, several Company owned
or leased  properties  are held for sale.  Such sales,  if closed,  will provide
additional cash funds.  Management believes that the Company's present liquidity
and existing funding  commitments are adequate to sustain current operations and
currently projected capital expenditures.


Material Changes in Results of Operations.
------------------------------------------

Comparison  of the nine  month  periods  ended  September  30,  2000 and 1999 is
distorted by the impact of the June 1999 sale of the Company's Orlando,  Florida
hotel.  Development and corporate  revenues,  earnings before  interest,  taxes,
depreciation,  amortization and rent ("EBITDAR"), and income before taxes in the
1999 nine month period  included the Company's  approximate  $3 million share of
the gain on sale. Hotel management and franchising revenues, EBITDAR, and income

                                       11
<PAGE>

before  taxes  in the  1999  nine  month  period  included  termination  fees of
approximately $605,000 and $640,000,  respectively,  relating to the sale of the
Orlando hotel.  Excluding the impact of the Orlando hotel sale,  nine month 2000
EBITDAR was virtually  unchanged  from the same period in 1999 and income (loss)
before taxes  improved  approximately  $469,000  versus the same period in 1999.
This is largely attributable to the approximate $579,000 gain on the sale of the
Daytona Hotel.

Third quarter 2000 EBITDAR  decreased  approximately  $465,000 and income (loss)
before taxes  decreased  approximately  $432,000.  Such  declines  resulted from
decreased  profitability  in all three of the  Company's  operating  segments as
discussed below.

Owned and leased hotel income  (loss)  before  taxes  declined by  approximately
$550,000  and $87,000 for the three and nine month 2000  periods,  respectively,
versus  the 1999  periods.  Of the 28 hotel  properties  which  were  owned  and
operated for all of 1999 and 2000 to date, 15  experienced  revenue  declines in
2000 and  revenues in total for the 28 hotels  declined  6.7% in the  aggregate.
Most of such  declines  occurred in the third  quarter of 2000  resulting  in an
approximate $590,000 decrease in EBITDAR.  Management is disappointed with these
results and is presently evaluating corrective measures.

Even  after  the  exclusion  of the  impact of the  Orlando  hotel  sale,  hotel
management  income (loss) before taxes declined in the three and nine month 2000
periods  versus the same periods in 1999.  Part of this is  attributable  to the
decline in  revenues of Company  owned and leased  hotels.  Additionally,  hotel
management  operating expenses increased by approximately  $104,000 and $308,000
for the  three  and nine  month  periods,  respectfully.  These  increases  have
basically  eliminated the additional profits expected from the incremental third
party management  contracts.  Management is also disappointed with these results
and is presently evaluating corrective measures.

Excluding the impact of the Orlando hotel sale,  franchising  EBITDAR and income
(loss) before taxes increased by approximately  $220,000 for the nine month 2000
period  versus  the  same  period  in  1999.  Such  improvements  resulted  from
additional  franchise  property  openings  and from a  decrease  in  franchising
payroll and other  expenses.  Third quarter  EBITDAR and net income before taxes
decreased by  approximately  $180,000 in 2000 versus  1999.  This was due to the
declines  in Company  owned and leased  hotel  revenues,  a $57,000  decrease in
initial  fees which can  fluctuate  significantly  from period to period,  and a
significant increase in marketing  expenditures.  Management continues to invest
in the growth of the franchising segment.

Changes in corporate expenses,  interest income, and other recurring non-segment
related items were not significant. The primary difference between 2000 and 1999
development  and  corporate  nine month  EBITDAR and income  (loss) before taxes
relates to the  Orlando  hotel sale  previously  discussed.  Corporate  interest
expense in 2000 has decreased  from 1999 and is expected to continue to decrease
as the non-mortgage note balances are reduced.

The Company files income tax returns and recognizes income tax expense (benefit)
on  an  annual  calendar  basis.  The  deferred  income  tax  expense  (benefit)
recognized in the 2000 and 1999 interim periods represent management's estimates
of the impact on the annual income tax expense (benefit) which results from such
interim period's operations.


Risk Factors.
-------------

This Form 10-Q  contains  forward  looking  statements  that  involve  risks and
uncertainties.  Statements  contained in this Form 10-Q that are not  historical
facts are forward looking statements that are subject to the safe harbor created
by the Private  Securities  Litigation  Reform Act of 1995. The Company's actual
results may differ  significantly  from the results  indicated  by such  forward
looking statements.

The  Company is subject to a number of risks,  including  the  general  risks of
investing in real estate, the illiquidity of real estate,  environmental  risks,
possible  uninsured or under insured  losses,  fluctuations  in property  taxes,
hotel operating  risks,  the impact of  competition,  the difficulty of managing
growth, seasonality,  the risks inherent in operating a hotel franchise business
and hotel  management  business,  and the risks involved in hotel renovation and
construction.  For a discussion of these and other risk  factors,  see the "RISK
FACTOR" section  contained in the Company's  Registration  Statement on Form S-3
(File No. 333-37691).



                                       12
<PAGE>



ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

As of September 30, 2000, the Company's obligations included eight variable rate
mortgage notes with aggregate  principal  balances of $6,950,665 which mature at
various  dates  through  2015.  The  Company is  exposed  to the market  risk of
significant  increases in future interest rates.  Each incremental  point in the
prime   interest  rate  would  increase  the  Company's   interest   expense  by
approximately  $69,000  per  year.  This  risk  is  somewhat  mitigated  in that
inflationary increases in interest rates would theoretically result in increases
in average hotel room rates. Also, significant increases in interest rates would
have a dampening  effect on additions  of  competitive  hotels in the  Company's
markets.

At September 30, 2000, the Company's unrestricted investment securities included
equity  securities  valued at $113,952.  The Company is exposed to the risk that
such  securities  will become  worthless.  The Company's  restricted  investment
securities also include equity securities.  Such restricted  securities comprise
the assets of the Company's deferred  compensation plan and changes in the value
of such securities have no net impact on the Company's earnings.

The ultimate  collection of the Company's notes receivable is subject to various
credit risks. Such risks and the Company's  approach to valuing such instruments
is discussed in the Company's December 31, 1999 Form 10-KSB.







                                       13
<PAGE>



                           PART II - OTHER INFORMATION



ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

During 1999, the Company  temporarily  suspended  payments of Series A preferred
stock dividends due to liquidity requirements created by the seasonal aspects of
the Company's  hotel  operations.  Such  preferred  dividends are cumulative and
would be required to be paid prior to any distributions to common  shareholders.
As of November  10,  2000,  a total of $143,750 of Series A preferred  dividends
were in arrears.  The holders of the Series A preferred  stock have  tentatively
agreed to forgive the cumulative  preferred dividends in arrears in exchange for
the settlement of certain claims the Company has against them.



ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(A) EXHIBIT INDEX

   Exhibit            Description
   -------            -----------


   3(i)               Articles of  Incorporation.(Incorporated  by  reference to
                      Exhibit 3(i) to the Registrant's Registration Statement on
                      Form 10-SB (No.0-22132) which became effective on November
                      22, 1993.)

   3(i)(a)            Certificate of Amendment of Certificate of  Incorporation.
                      (Incorporated  by  reference  to  Exhibit  3(i)(a)  to the
                      Registrant's  Annual  Report on Form 10-KSB for the fiscal
                      year ended December 31, 1994.)

   3(i)(b)            Certificate of Amendment of Certificate of  Incorporation.
                      (Incorporated   by   reference  to  Appendix  "A"  to  the
                      Registrant's  Definitive  Proxy  Statement  filed with the
                      Securities and Exchange Commission on June 9, 1997.)

   3(i)(c)            Certificate of Amendment of Certificate of  Incorporation.
                      (Incorporated   by   reference  to  Appendix  "A"  to  the
                      Registrant's  Definitive  Proxy  Statement  filed with the
                      Securities and Exchange Commission on May 5, 1998.)

   3(ii)              By-Laws  -  Amended  and  Restated  as of June  27,  1994.
                      (Incorporated   by  reference  to  Exhibit  3(ii)  to  the
                      Registrant's  Annual  Report on Form 10-KSB for the fiscal
                      year ended December 31, 1994.)

   4(i)               Certificate  of  Designation,  Preferences  and  Rights of
                      Series A Preferred Stock of the Registrant.  (Incorporated
                      by  reference  to  Exhibit  3(i)(c)  to  the  Registrant's
                      Quarterly  Report on Form  10-QSB  for the  quarter  ended
                      September 30, 1997.)

   11                 Statement re: Computation of per share Earnings

   27                 Financial Data Schedule




(B)  REPORTS ON FORM 8-K

     The  Company  has not filed any  reports on Form 8-K during the quarter for
which this report is filed.






                                       14
<PAGE>


                                   SIGNATURES


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


                                    Buckhead America Corporation
                                             (Registrant)



November 14, 2000                   /s/ Douglas C. Collins
------------------------            ------------------------------------------
     Date                           Douglas C. Collins
                                    President and Chief Executive Officer


November 14, 2000                   /s/ Robert B. Lee
-------------------------           ------------------------------------------
     Date                           Robert B. Lee
                                    Senior Vice President and
                                    Chief Financial and Accounting Officer






                                       15