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   JUNE 30, 2001
                                           --------------

      [ ]      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 Identification No.
         incorporation or organization)

             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:   July  31,  2001

           Common stock, par value $.01 - 2,015,885 shares outstanding
           -----------------------------------------------------------




                                       1
<PAGE>



                         PART I - FINANCIAL INFORMATION


                          Item 1. Financial Statements


                          BUCKHEAD AMERICA CORPORATION
                                AND SUBSIDIARIES

                   Condensed Consolidated Financial Statements

                             June 30, 2001 and 2000

                                   (Unaudited)

                                       2
<PAGE>



                                          BUCKHEAD AMERICA CORPORATION

                                                AND SUBSIDIARIES

                                      Condensed Consolidated Balance Sheets
                                       June 30, 2001 and December 31, 2000
                                                   (Unaudited)

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

                                                                                     June 30,               December 31,
                                       ASSETS                                          2001                   2000
                                                                                       ----                   ----

Current Assets:
     Cash and cash equivalents, including restricted cash of $443,170 at
     June  30, 2001 and $382,646 at December 31, 2000                         $         729,498      $        1,345,671
     Investment securities, including restricted securities of
         $165,474 at June 30, 2001 and $182,067 at December 31, 2000                    192,485                 202,750
     Accounts receivable, net                                                         1,899,218               1,436,030
     Current portions of notes receivable, net 669,801                                  832,055
     Property held for sale, net                                                     16,618,563              21,273,517
     Other current assets                                                               292,796                 202,911
                                                                              ---------------------- -----------------------
                  Total current assets                                               20,402,361              25,292,934

Noncurrent portions of notes receivable, net                                          4,446,124               3,695,160
Property and equipment, at cost, net                                                 17,205,347              20,967,076
Other assets                                                                          3,009,609               3,409,302
                                                                              ---------------------- -----------------------
                                                                              $      45,063,441      $       53,364,472
                                                                              ====================== =======================

                        LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
     Accounts payable and accrued expenses                                    $       3,229,095      $        3,420,277
     Current portions of notes payable                                               14,006,562              18,803,712
                                                                              ---------------------- -----------------------
                  Total current liabilities                                          17,235,657              22,223,989
                                                                              ====================== =======================

Noncurrent portions of notes payable                                                 15,108,406              16,353,009
Other liabilities                                                                       208,288                 269,330
                                                                              ---------------------- -----------------------
                  Total liabilities                                                  32,552,351              38,846,328
                                                                              ====================== =======================

Minority interests                                                                      672,232                 764,068

Shareholders' equity:
     Series B 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 shares issued and 2,015,885 and 2,025,023 shares
         outstanding at June 30, 2001 and December 31,2000, respectively                 21,139                  21,139
     Additional paid-in capital                                                       7,897,530               7,897,530
     Retained earnings                                                                1,889,285               3,729,683
     Accumulated other comprehensive loss                                             (281,779)               (245,229)
     Treasury stock, 97,996 and 88,858 common shares
         at June 30, 2001 and December 31,2000, respectively                          (687,317)               (649,047)
                                                                              ---------------------- -----------------------
                  Total shareholders' equity                                         11,838,858              13,754,076
                                                                              ---------------------- -----------------------
                                                                              $      45,063,441      $       53,364,472
                                                                              ====================== =======================
</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)
                                                    Six Months ended June 30, 2001 and 2000
                                                                  (Unaudited)

                                                                  2001                    2000
                                                                  ----                    ----
Revenues:
  Hotel revenues                                          $       9,365,295      $       12,305,170
  Franchise fees, management fees, and other income               1,068,506                 990,158
  Interest income                                                   244,197                 241,384
                                                          --------------------  ---------------------
       Total revenues                                            10,677,998              13,536,712
                                                          ====================  =====================

Expenses:
  Hotel operations                                                7,145,475               8,593,990
  Other operating and administrative                              1,918,866               1,744,342
  Leasehold rent                                                  1,330,754               1,333,197
  Depreciation and amortization                                     542,763                 815,922
  Interest                                                        1,557,413               1,418,588
                                                          --------------------  ---------------------
       Total expenses                                     $      12,495,271              13,906,039
                                                          ====================  =====================

           Income (loss) before income taxes                     (1,817,273)               (369,327)

  Deferred income tax expense (benefit)                                   -                (148,000)
                                                          --------------------  ---------------------
           Net income (loss)                              $      (1,817,273)               (221,327)
                                                          ====================  =====================


Net income (loss) per common share:
           Basic                                                      (0.97)                  (0.18)
                                                          --------------------  ---------------------

           Diluted                                                    (0.97)                  (0.18)
                                                          --------------------  ---------------------

Weighted average number of shares used to calculate net income (loss) per common
   share:
           Basic                                                   2,017,459               2,020,641
                                                          --------------------  ---------------------

           Diluted                                                 2,017,459               2,020,641
                                                          ====================  =====================
</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 June 30, 2001 and 2000
                                                                  (Unaudited)


                                                                       2001                  2000
                                                                       ----                  ----
Revenues:
         Hotel revenues                                        $       5,088,520     $       6,354,575
         Franchise fees, management fees, and other income               462,195               506,692
         Interest income                                                 123,708               124,977
                                                               --------------------- ------------------
             Total revenues                                            5,674,423             6,986,244
                                                               ===================== ==================

Expenses:
         Hotel operations                                              3,501,871             4,313,015
         Other operating and administrative                              916,588               881,649
         Leasehold rent                                                  691,514               681,075
         Depreciation and amortization                                   252,382               394,477
         Interest                                                        746,800               703,140
                                                               --------------------- ------------------
             Total expenses                                            6,109,155             6,973,356
                                                               ===================== ==================

             Income (loss) before income taxes                         (434,732)                12,888

Deferred income tax expense                                                    -                 2,000
                                                               --------------------- ------------------

             Net income (loss)                                 $       (434,732)                10,888
                                                               ===================== ==================


Net income (loss) per common share:
         Basic                                                 $          (0.25)     $          (0.03)
                                                               --------------------- ------------------
         Diluted                                               $          (0.25)                (0.03)
                                                               ===================== ==================

Weighted average number of shares used to calculate net income (loss) per common
   share:

         Basic                                                         2,015,885             2,015,106
                                                               ===================== ==================
         Diluted                                                       2,015,885             2,015,106
                                                               ===================== ==================

</TABLE>


see accompanying notes to condensed consolidated financial statements.


                                       5
<PAGE>


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

                                                Condensed Consolidated Statements of Cash Flows
                                                    Six Months Ended June 30, 2001 and 2000
                                                                  (Unaudited)


                                                                                           2001                    2000
                                                                                  ------------------        ---------------
Cash flows from operating activities:
      Net income (loss)                                                              $   (1,817,273)         $   (221,327)
      Adjustments to reconcile net income (loss)
      to net cash provided by (used in) operating activities:
         Depreciation and amortization                                                      542,763               815,922
         Sales of trading securities, net                                                         -              1,034,14
         Minority interest in income (loss)                                                (129,472)              129,024
         Deferred income tax expense (benefit)                                                    -              (148,000)
         Increase in accounts receivable, net                                              (463,188)             (958,128)
         Increase (decrease) in accounts payable and accrued expenses, net                 (191,182)              797,028
         Other, net                                                                        (177,212)              106,404
                                                                                  ------------------        ---------------
              Net cash provided by (used in) operating activities                        (2,235,564)            1,555,065
                                                                                  ------------------        ---------------

Cash flows from investing activities:
      Principal receipts on notes receivable                                               446,290               456,815
      Originations of notes receivable                                                    (140,000)             (510,000)
      Capital expenditures                                                                (341,600)           (1,794,638)
      Proceeds from property and leasehold interest sales, net                           1,651,418               581,391
      Other, net                                                                           195,042              (298,306)
                                                                                  ------------------        -----------------
Net cash provided by (used in) investing activities                                      1,811,150            (1,564,738)
                                                                                  ------------------        -----------------

Cash flows from financing activities:
      Repayments of notes payable                                                         (408,000)             (715,890)
      Proceeds from notes payable                                                          240,000               483,717
      Distributions to minority interest partners                                          (27,648)             (106,768)
      Preferred stock dividends paid                                                       (23,125)             (115,625)
      Other, net                                                                            27,014               (52,759)
                                                                                  ------------------        ---------------
Net cash provided by (used in) financing activities                                       (191,759)             (507,325)
                                                                                  ------------------        ---------------

Net increase (decrease) in cash and cash equivalents                                      (616,173)             (516,998)

Cash and cash equivalents at beginning of period                                         1,345,671             2,390,856
                                                                                  ------------------        ---------------

Cash and cash equivalents at end of period                                            $    729,498           $ 1,873,858
                                                                                  ==================        ===============
</TABLE>




See accompanying notes to condensed consolidated financial statements.


                                       6
<PAGE>


                          BUCKHEAD AMERICA CORPORATION
                                AND SUBSIDIARIES

              Notes to Condensed Consolidated Financial Statements
                             June 30, 2001 and 2000
                                   (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-K for the year ended December
     31, 2000.

(2)  Comprehensive Income (Loss)
     ---------------------------

     Total  comprehensive  income  (loss) for the six months ended June 30, 2001
     and 2000 was $(1,853,823) and $(267,986),  respectively,  and for the three
     months  ended  June  30,  2001  and  2000  was   $(447,175)   and$(20,218),
     respectively.

(3)  Segment Information
     -------------------

     Condensed  operating  results for each  Company  segment for the six months
     ended June 30, 2001 and 2000 are presented below:

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

                                                               Six months ended June 30, 2001
                                --------------------------------------------------------------------------------------
                                Hotel         Hotel          Hotel         Development
                                Operations    Management     Franchising   & Corporate    Eliminations   Consolidated
                                --------------------------------------------------------------------------------------

Revenues                        $ 9,365,295       864,657     1,010,592       245,781       (808,327)     10,677,998
Expenses                          7,369,028     1,221,178       570,842       711,620       (808,327)      9,064,341
                                ------------- -------------- ------------- -------------- -------------- -------------

EBITDAR*                          1,996,267      (356,521)      439,750      (465,839)              -      1,613,657

Rent                              1,330,754              -            -              -              -      1,330,754
Depreciation                        400,500        67,263         3,000        12,000               -        542,763
Interest                          1,222,677              -             -      334,736               -      1,557,413
                                ------------- -------------- ------------- -------------- -------------- -------------
Income (loss) before
   income taxes                 $  (957,664)     (423,784)      376,750      (812,575)              -     (1,817,273)
</TABLE>

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

                                                               Six Months Ended June 30, 2000
                               --------------------------------------------------------------------------------------
                                Hotel         Hotel          Hotel         Development
                                Operations    Management     Franchising   & Corporate    Eliminations   Consolidated
                               -----------    ----------     -----------   -----------    ------------   ------------

Revenues                        $ 12,305,170      947,772       904,207       369,307        (889,744)    13,536,712
Expenses                           8,844,655    1,048,817       504,759       829,845        (889,744)    10,338,332
                                ------------- -------------- ------------- -------------- -------------- -------------

EBITDAR*                           3,460,515     (101,045)      399,448      (560,538)               -     3,198,380
                                ------------- -------------- ------------- -------------- -------------- -------------

Rent                               1,333,197            -             -             -                -     1,333,197
Depreciation                         677,678       63,244         3,000        12,000                -       815,922
Interest                           1,102,970            -             -       315,618                -     1,418,588
                                ------------- -------------- ------------- -------------- -------------- -------------

Income (loss) before
   income taxes                  $   346,670     (164,289)      336,448      (888,156)              -       (369,327)
                                ============= ============== ============= ============== ============== =============

</TABLE>


                                       7
<PAGE>


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

                                                         BUCKHEAD AMERICA CORPORATION
                                                                AND SUBSIDIARIES

                                              Notes to Condensed Consolidated Financial Statements
                                                             June 30, 2001 and 2000
                                                                  (Unaudited)


Condensed operating results for each Company segment for the three months ended
June 30, 2001 and 2000 are presented below:

                                        Three months ended June 30, 2001
                        --------------------------------------------------------------------------------------------
                         Hotel            Hotel          Hotel           Development
                         Operations       Management     Franchising     & Corporate     Eliminations   Consolidated
                         ----------       ----------     -----------     -----------     ------------   ------------

Revenues                $ 5,088,520        402,481         505,034        124,586         (446,198)        5,674,423
Expenses                  3,624,019        546,263         270,180        424,195         (446,198)        4,418,459
                        -------------   -------------  -------------   --------------   -------------   --------------
   EBITDAR*               1,464,501       (143,782)        234,854       (299,609)                         1,255,964

Rent                        691,514              -               -              -                            691,514
Depreciation                189,926         24,956          31,500          6,000                            252,382
Interest                    576,462              -               -        170,338                            746,800
                        -------------   -------------  -------------   --------------   -------------   --------------
Income (loss) before
   income taxes         $     6,599       (168,738)        203,354       (475,947)                          (434,732)
                        =============   =============  =============   ==============   =============   ==============
</TABLE>


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


                                                                       Three months ended June 30, 2000
                        -----------------------------------------------------------------------------------------------
                         Hotel            Hotel           Hotel           Development
                         Operations       Management      Franchising     & Corporate     Eliminations    Consolidated
                         ----------       ----------      -----------     -----------     ------------    -------------

Revenues                 $ 6,354,575        508,203         461,669        138,914         (477,117)        6,986,244
Expenses                   4,450,146        534,155         247,953        439,527         (477,117)        5,194,664
                         -------------   -------------  -------------   --------------   -------------   --------------

EBITDAR*                   1,904,429        (25,952)        213,716       (300,613)                         1,791,580

Rent                         681,075              -               -              -                            681,075
Depreciation                 325,176         31,801          31,500           6,000                           394,477
Interest                     543,445              -               -         159,695                           703,140
                         -------------   -------------  -------------   --------------   -------------   --------------

Income (loss) before
   income taxes          $    354,733       (57,753)        182,216        (466,308)                           12,888
                        ==============  ==============  =============   ==============   =============   ==============
</TABLE>

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



                                       8
<PAGE>
Item 2. Management's  Discussion and Analysis of Financial Condition and Results
        of Operations.

Material Changes in Financial Condition.

The Company  experienced  negative cash flow from  operations  of  approximately
$2,235,000  during the first half of 2001. This included an accounts  receivable
increase  of  over  $460,000  which  had a  negative  impact  on  cash  used  in
operations.  This accounts  receivable  increase is largely  attributable to the
seasonal  nature  of hotels  managed  and  franchised  by the  Company  and such
balances  are  expected  to decline in the third  quarter.  The  Company  repaid
approximately  $408,000 of debt obligations and invested  approximately $342,000
in capital expenditures for improvements and replacements on existing properties
and on new  construction.  A portion  of the  funding  for these  items was from
additional  borrowings of approximately  $240,000,  principal  receipts on notes
receivable of approximately  $446,000,  and from proceeds from property sales of
approximately $1,651,000.

As of  December  31,  2000,  the  Company  had 17  owned  or  leased  properties
classified  as held for sale.  Seven of these  properties  were sold  during the
first half of 2001 and two others are presently under contract for sale.  During
the second quarter of 2001, an additional hotel was categorized as held for sale
and management is evaluating  other owned hotel  properties for their  potential
for sale and the resulting impact on the Company.

Management  has  negotiated  the  extension of payment  terms for certain of its
unsecured  borrowings  and is presently  discussing  extension  terms with other
lenders. Preferred stock dividends are five months in arrears. Certain staff and
executive  level   positions  in  the  Company's  hotel   management  and  hotel
franchising  operations have been eliminated.  Capital  expenditure  commitments
have been limited and certain previous lease commitments have been cancelled.

Adequate  liquidity for future  operations will be dependent upon the generation
of significant  cash proceeds from hotel property sales and the timing  thereof,
and the  Company's  ability to  negotiate an  extension  or  replacement  of its
existing credit facility.


Material Changes in Results of Operations.

The  decline  in  revenues  and  increase  in net loss in the first  and  second
quarters of 2001 versus 2000 is mostly attributable to the loss of the Company's
Orlando and Daytona, Florida hotel properties.  The Orlando hotel property lease
expired at the end of 2000 and the Daytona hotel was sold in September 2000. The
combined  revenues  and income  before  taxes from these two hotels in the first
half of 2000 amounted to approximately $3,184,000 and $1,039,000 respectively.

Owned  and  leased  hotel  earnings  before   interest,   taxes,   depreciation,
amortization and rent  ("EBITDAR")  during the three and six month periods ended
June 30, 2001 decreased approximately $418,000 and $1,158,000,  respectfully, as
a result of the loss of the Orlando and Daytona hotels. The remaining  decreases
in 2001 are attributable to the impact of properties sold during 2001 and slight
overall  revenue  declines in other owned hotel  properties  which are presently
held for sale. The Company's Rural Gold properties  generally performed the same
as or slightly ahead of the prior year.

The increase in owned and leased hotel first and second  quarter  losses  before
income  taxes was not as  significant  as the EBITDAR  changes due  primarily to
reductions in depreciation  expense  resulting from 2000 and 2001 property sales
and the  non-recognition  of depreciation on properties held for sale.  Interest
expense  increased  as a result  of hotel  acquisitions  made in 2000.  Interest
expense is expected to decrease in future  periods as additional  properties are
sold.

Hotel management revenues, EBITDAR, and loss before income taxes worsened during
the first and second  quarters of 2001 versus the same periods in 2000.  This is
partially  attributable  to increased  payroll costs  resulting  from  severance
payments  relating to  eliminated  positions and the addition of three sales and
marketing  positions  since the first  quarter  of 2000 in an effort to  improve
revenues at Company and third party owned hotels. In April 2001, nine management
contracts  relating to hotels owned by  affiliates  of Quality  Lodging LLC were
terminated.  The Company is contesting the validity of such  terminations and is
seeking to recover  damages through  arbitration  and litigation.  The Company's
June 30, 2001 balance sheet includes  deferred costs of  approximately  $777,000
relating to these  contracts;  and management  fees earned from these  contracts
amounted to  approximately  $300,000  annually.  The  valuation of the Company's
recorded  asset is  dependent  upon the  Company's  ability  to  recover  sought
damages.  The  recoverability  of the carrying  value of the Company's  deferred
management   contracts  is  dependent   upon  the   Company's   success  in  the
aforementioned arbitration and litigation.

Hotel franchising  revenues,  EBITDAR,  and income before income taxes increased
during the first and second  quarters of 2001  versus the same  periods in 2000.
Such  improvements   resulted  primarily  from  additional   franchise  property
openings.  Presently  there are 61  Country  Hearth Inn  properties  open and an
additional 20 properties  under  development,  of which  approximately  half are
expected to open within the next 12 months.




                                       9
<PAGE>





Net losses of approximately  $1,330,000  resulting from first and second quarter
2001 hotel  property  sales were charged to  previously  established  impairment
allowances and therefore had no impact on 2001 net losses.

Corporate expenses in the first quarter of 2000 included  approximately  $45,000
of  nonrecurring  professional  fee  charges.  The  remaining  decreases in 2001
resulted from the  termination of an executive  officer in the fourth quarter of
2000.

The Company files income tax returns and recognizes income tax expense (benefit)
on an annual calendar basis.  The deferred income tax benefit  recognized in the
first and second  quarters of 2000  represented  management's  estimates  of the
impact on the annual  income tax  expense  (benefit)  which  resulted  from each
quarter's  operations.  In the  fourth  quarter of 2000,  management  elected to
establish a valuation  allowance for the full amount of the  Company's  deferred
tax assets. Consequently, no deferred tax benefit has been recognized in 2001.

Effect of New Accounting Pronouncements.
---------------------------------------

In July 2001, the Financial Accounting Standards Board ("FASB") issued Statement
No. 141,  "Business  Combinations"  ("Statement  141"),  and  Statement No. 142,
"Goodwill and Other Intangible Assets" ("Statement 142"). Statement 141 requires
that the purchase  method of  accounting  be used for all business  combinations
initiated  after  June  30,  2001  as  well  as  all  purchase  method  business
combinations  completed  after  June 30,  2001.  Statement  141  also  specifies
criteria  intangible  assets acquired in a purchase method business  combination
must meet to be recognized  and reported  apart from  goodwill,  noting that any
purchase  price  allocable to an assembled  workforce  may not be accounted  for
separately.  Statement 142 will require that goodwill and intangible assets with
indefinite  useful  lives  no  longer  be  amortized,  but  instead  tested  for
impairment at least annually in accordance with the provisions of Statement 142.
Statement 142 will also require that  intangible  assets with  estimable  useful
lives  be  amortized  over  their  respective  estimated  useful  lives to their
estimated  residual values,  and reviewed for impairment in accordance with FASB
Statement No. 121,  "Accounting for the Impairment of Long-Lived  Assets and for
Long-Lived Assets to Be Disposed Of."

The Company is required to adopt the  provisions of Statement  141  immediately,
except  with regard to business  combinations  initiated  prior to July 1, 2001,
which it expects  to  account  for using the  pooling-of-interests  method,  and
Statement 142 effective  January 1, 2002.  Furthermore,  goodwill and intangible
assets  determined  to have an  indefinite  useful  life  acquired in a purchase
business combination  completed after June 30, 2001, but before Statement 142 is
adopted in full will not be  amortized,  but will  continue to be evaluated  for
impairment in  accordance  with the  appropriate  pre-Statement  142  accounting
literature.  Goodwill and intangible  assets  acquired in business  combinations
completed  before  July 1, 2001 will  continue  to be  amortized  and tested for
impairment in  accordance  with the  appropriate  pre-Statement  142  accounting
requirements prior to the adoption of Statement 142.

Statement  141 will require upon  adoption of  Statement  142,  that the Company
evaluate its existing  intangible  assets and goodwill  that were  acquired in a
prior purchase business combination, and to make any necessary reclassifications
in order to conform with the new criteria in Statement 141 for recognition apart
from  goodwill.  Upon adoption of Statement 142, the Company will be required to
reassess the useful lives and residual values of all intangible assets acquired,
and make any necessary  amortization  period adjustments by the end of the first
interim period after adoption. In addition, to the extent an intangible asset is
identified as having an indefinite  useful life, the Company will be required to
test the intangible  asset for  impairment in accordance  with the provisions of
Statement  142 within the first  interim  period.  Any  impairment  loss will be
measured as of the date of adoption and recognized as the cumulative effect of a
change in accounting principle in the first interim period.

In connection with Statement 142's transitional goodwill impairment  evaluation,
the Statement will require the Company to perform an assessment of whether there
is an indication  that goodwill (and  equity-method  goodwill) is impaired as of
the date of  adoption.  To  accomplish  this,  the  Company  must  identify  its
reporting  units and  determine  the carrying  value of each  reporting  unit by
assigning  the assets and  liabilities,  including  the  existing  goodwill  and
intangible  assets,  to those  reporting  units as of the date of adoption.  The
Company  will then have up to six months from the date of adoption to  determine
the fair value of each  reporting  unit and compare it to the  reporting  unit's
carrying  amount.  To the extent a reporting  unit's carrying amount exceeds its
fair value,  an  indication  exists that the  reporting  unit's  goodwill may be
impaired  and the  Company  must  perform  the second  step of the  transitional
impairment  test. In the second step,  the Company must compare the implied fair
value of the reporting unit's  goodwill,  determined by allocating the reporting
unit's  fair  value  to all of its  assets  (recognized  and  unrecognized)  and
liabilities  in a manner  similar to a purchase  price  allocation in accordance
with Statement 141, to its carrying  amount,  both of which would be measured as
of the date of adoption. This second step is required to be completed as soon as
possible,  but no later than the end of the year of adoption.  Any  transitional
impairment  loss  will be  recognized  as the  cumulative  effect of a change in
accounting principle in the Company's statement of earnings.

And finally,  any  unamortized  negative  goodwill (and  equity-method  negative
goodwill)  existing at the date  Statement 142 is adopted must be written off as
the cumulative effect of a change in accounting principle.

Because of the extensive  effort needed to comply with adopting  Statements  141
and 142, it is not  practicable  to  reasonably  estimate the impact of adopting
these  Statements  on the  Company's  financial  statements  at the date of this
report,  including  whether it will be required to  recognize  any  transitional
impairment losses as the cumulative effect of a change in accounting principle.


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,   and  the  uncertainty  of  obtaining   additional  financing  or
extensions of existing  credit  facilities as needed.  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).


                                       10
<PAGE>





Item 3. Quantitative and Qualitative Disclosures About Market Risk

As of June 30, 2001, the Company's  obligations  included variable rate mortgage
notes  and a line of  credit  bank note with  aggregate  principal  balances  of
$2,972,711 which mature at various dates through 2015. The Company is exposed to
the  market  risk of  significant  increases  in  future  interest  rates.  Each
incremental  one-point  increase in the prime  interest rate would  increase the
Company's  interest  expense by  approximately  $30,000  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 June 30, 2001,  the Company's  unrestricted  investment  securities  included
equity  securities  valued at  $33,232.  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.  Net notes  receivable at June 30, 2001 amounted to $5,115,925 and
consisted  of 34 notes,  most of which  were  collateralized  by or  related  to
various hotel assets. Also, certain of these notes relate to leasehold interests
in hotel properties for which the Company remains contingently liable for future
rent payments. The Company is also contingently liable for certain notes payable
relating to hotel  properties which have been sold. The collection of such notes
receivable and the potential  financial  exposure for contingent  rents and note
payable  obligations  is determined  by the ability of other hotel  operators to
satisfy these obligations.  Their ability to satisfy such obligations is subject
to many risks, including economic conditions affecting the hotel industry, their
ability to effectively  manage their hotel assets,  new  competition,  and other
factors.








                                       11
<PAGE>





                           PART II - OTHER INFORMATION



Item 3. Defaults Upon Senior Securities

As of August 14, 2001, a total of $115,625 of Series B preferred  dividends  are
in arrears.


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

The Company held its Annual Meeting of Stockholders on May 24, 2001. The purpose
of the meeting was to consider and vote upon the following matters:

1.   To  elect  six  directors  to  serve  until  the  next  annual  meeting  of
     stockholders and until their successors are elected and have qualified.

2.   To  transact  such other  business  as may have  properly  come  before the
     meeting.

The Company's six incumbent  directors  (Douglas C. Collins,  David C. Glickman,
Robert B. Lee, David B. Mumford,  William K. Stern, and Steven A. Van Dyke) were
nominated for re-election. Each of the nominees was elected as follows:

                                             Votes For           Votes Withheld
                                             ---------           --------------

           Douglas C. Collins                1,581,322                  92,473

           David C. Glickman                 1,666,526                   7,269

           Robert B. Lee                     1,581,322                  92,473

           David B. Mumford                  1,666,526                   7,269

           William K. Stern                  1,666,526                   7,269

           Steven A. Van Dyke                1,666,526                   7,269



  No other matters came before the meeting.



                                       12
<PAGE>




  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
                    B  Preferred  Stock  of  the  Registrant.  (Incorporated  by
                    reference  to  Exhibit  4(i) to the  Registrant's  Quarterly
                    Report on Form 10-Q for the quarter ended March 31, 2001.)

         11         Statement re: Computation of per share Earnings





(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.





                                       13
<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)



 August 14, 2001                       /s/  Douglas C. Collins
-------------------                    -----------------------------------------
      Date                             Douglas C. Collins
                                       President and Chief Executive Officer



 August 14, 2001                       /s/ Robert B.  Lee
 ---------------                       ----------------------------------------
      Date                             Robert B. Lee
                                       Senior Vice President and
                                       Chief Financial and Accounting Officer















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