UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                                450 Fifth Street
                             Washington, D.C. 20549

                                   FORM 10-QSB

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

                For the Quarterly Period Ended December 31, 1998
                                               -----------------

                           Commission File NO. 0-3858


                        INTERNATIONAL LEISURE HOSTS, LTD.
--------------------------------------------------------------------------------
             (Exact name of Registrant as specified in its charter)


           Wyoming                                         86-0224163
-------------------------------                ---------------------------------
(State or other jurisdiction of                (IRS Employer Identification No.)
incorporation or organization)


   3207 S. Hardy Drive
       Tempe, AZ                                             85282
-------------------------------                            ----------
(Address of principal executive                            (Zip Code)
          office)


Issuer's telephone number, including area code (602) 829-7600
                                               --------------

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Securities  Exchange  Act  during the 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
                        -----                          -----

State the number of shares outstanding of each of the issuer's classes of common
stock as of the close of the latest  practicable date. There were 694,577 shares
of $.01 par value common stock outstanding as of December 31, 1998.

                                  Page 1 of 13
<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM 1 - SUMMARIZED FINANCIAL INFORMATION

                        INTERNATIONAL LEISURE HOSTS, LTD.
                           CONSOLIDATED BALANCE SHEETS

                                                       December        March
                                                       31, 1998       31, 1998
                                                       --------       --------
ASSETS
CURRENT ASSETS:
   Cash & cash equivalents                           $   163,861    $   212,593
   Accounts receivable                                     8,516         23,300
   Accounts receivable from related party                      0         82,800
   Income tax refund receivable                              367         23,471
   Merchandise inventories                               134,641         50,394
   Prepaid expenses and other                             80,562         10,491
   Deferred income taxes                                  19,603         19,603
                                                     -----------    -----------
         Total current assets                            407,550        422,652
                                                     -----------    -----------
PROPERTY AND EQUIPMENT:
   Buildings and improvements                          5,026,838      5,017,059
   Equipment                                           1,885,975      1,421,234
   Leasehold improvements                                325,600        325,600
   Construction in progress                              806,080         48,145
                                                     -----------    -----------
         Total property and equipment                  8,044,493      6,812,038
   Less accumulated depreciation and
     amortization                                      2,114,283      1,845,325
                                                     -----------    -----------
         Property and equipment - net                  5,930,210      4,966,713
                                                     -----------    -----------
DEPOSITS                                                   4,902          3,402
                                                     -----------    -----------
TOTAL                                                $ 6,342,662    $ 5,392,767
                                                     ===========    ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
   Accounts payable:
   Trade                                             $   175,073    $    70,570
    Related party                                         22,359         17,929
    Note payable under line of credit
      from related party                               1,500,000      1,105,000
   Accrued liabilities                                   219,529         61,323
   Advance deposits                                      164,987        113,093
                                                     -----------    -----------
         Total current liabilities                     2,081,948      1,367,915
DEFERRED INCOME TAXES                                    196,589        196,589
                                                     -----------    -----------
         Total liabilities                             2,278,537      1,564,504
                                                     -----------    -----------
SHAREHOLDERS' EQUITY:
   Preferred stock, $5 par value -
     authorized 100,000 shares: issued none
   Common stock, $.01 par value - authorized
     2,000,000 shares: issued, 718,373 shares              7,184          7,184
   Additional paid-in capital                            656,426        656,426
   Retained earnings                                   3,478,427      3,242,565
   Common stock in treasury - at cost,
     23,796 shares                                       (77,912)       (77,912)
                                                     -----------    -----------
         Total shareholders' equity                    4,064,125      3,828,263
                                                     -----------    -----------
TOTAL                                                $ 6,342,662    $ 5,392,767
                                                     ===========    ===========
See notes to consolidated financial statements

                                  Page 2 of 13
<PAGE>
                        INTERNATIONAL LEISURE HOSTS, LTD.
                        CONSOLIDATED STATEMENTS OF INCOME


                                  For the nine months      For the three months
                                ended December 31, 1998     ended December 31,
                                   1998         1997         1998        1997
                                ----------  ----------    ----------  ----------
REVENUES:
 Sales of merchandise           $1,525,382  $1,579,214    $ 142,232   $ 104,573
 Room, cabin and trailer
  space rentals                  1,473,881   1,679,159       73,540      80,781
 Interest                            1,233       3,511            0         145
 Other income                      281,894     379,933      117,540     143,280
                                ----------  ----------    ---------   ---------
    Total revenues               3,282,390   3,641,817      333,312     328,779
                                ----------  ----------    ---------   ---------
COSTS AND EXPENSES:
 Operating                       1,508,481   1,989,474      375,794     486,684
 Cost of merchandise               924,670     882,293       81,869      74,410
 General and administrative        147,283     208,320       46,309     124,374
 Depreciation and amortization     273,333     266,119      100,678      96,637
 Interest expense                   52,761      67,080       12,925      22,390
                                ----------  ----------    ---------   ---------
    Total costs and expenses     2,906,528   3,413,286      617,575     804,495
                                ----------  ----------    ---------   ---------

Income before income tax           375,862     228,531     (284,263)   (475,716)

Provision for income taxes         140,000      82,000     (103,000)   (145,000)
                                ----------  ----------    ---------   ---------

NET INCOME                      $  235,862  $  146,531    $(181,263)  $(330,716)
                                ==========  ==========    =========   =========
NET INCOME

     PER COMMON SHARE           $     0.34  $     0.21    $   (0.26)  $   (0.48)
                                ==========  ==========    =========   =========

See notes to consolidated financial statements

                                  Page 3 of 13
<PAGE>
                        INTERNATIONAL LEISURE HOSTS, LTD.
                 CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
                   FOR THE NINE MONTHS ENDED DECEMBER 31, 1998



                             Common Stock    Additional
                           ----------------   Paid-in    Retained    Treasury
                            Shares   Amount   Capital    Earnings     Stock
                            ------   ------   -------    --------     -----
BALANCE, MARCH 31, 1998    718,373  $7,184   $656,426   $3,242,565   $(77,912)

Net income                                                 235,862
                           -------  ------   --------   ----------   --------
BALANCE, DECEMBER 31, 1998 718,373  $7,184   $656,426   $3,478,427   $(77,912)
                           =======  ======   ========   ==========   ========


See notes to consolidated financial statements

                                  Page 4 of 13
<PAGE>
                        INTERNATIONAL LEISURE HOSTS, LTD.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                          Nine months ended
                                                             December 30,
                                                     --------------------------
                                                         1998           1997
                                                         ----           ----
OPERATING ACTIVITIES:
  Net income                                         $   235,862    $   146,531
  Adjustments to reconcile net income to cash
   provided by operating activities:
    Depreciation and amortization                        273,333        266,119
    Gain on disposal of property and equipment           (14,010)       (11,079)
  Changes in assets and liabilities:
    Accounts receivable                                   14,784         31,067
    Accounts receivable related party                     82,800          9,800
    Merchandise inventories                              (84,247)       (19,338)
    Prepaid income tax                                    23,104        126,707
    Prepaid expenses and other                           (71,571)       (27,867)
    Accounts payable trade                               104,503       (107,884)
    Accounts payable related party                         4,430       (163,209)
    Accrued liabilities                                  158,208         74,835
    Advance deposits                                      51,894         68,541
                                                     -----------    -----------
      Net cash provided by operating activities          779,090        394,223
                                                     -----------    -----------
INVESTING ACTIVITIES:
  Purchases of property and equipment                 (1,252,188)      (574,671)
  Proceeds from disposal of property and equipment        29,366         36,536
                                                     -----------    -----------
      Net cash used in investing activities           (1,222,822)      (538,135)
                                                     -----------    -----------
FINANCING ACTIVITIES:
  Borrowings from affiliated company                     395,000        170,000
                                                     -----------    -----------

NET INCREASE IN CASH AND CASH EQUIVALENTS                (48,732)        26,088

CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR             212,593         48,258
                                                     -----------    -----------

CASH AND CASH EQUIVALENTS, END OF PERIOD             $   163,861    $    74,346
                                                     ===========    ===========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW
INFORMATION - Cash paid for interest                 $    77,826    $    67,080
                                                     ===========    ===========

See notes to consolidated financial statements

                                  Page 5 of 13
<PAGE>
                        INTERNATIONAL LEISURE HOSTS, LTD.

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
          For the Nine Month Period Ending December 31, 1998 and 1997

The accompanying  unaudited condensed and consolidated financial statements have
been prepared in accordance with generally  accepted  accounting  principles for
interim  financial  information  and  with  the  instructions  to  Form  10-QSB.
Accordingly,  they do not include all of the  information  and notes required by
generally accepted accounting principles for complete financial  statements.  In
the opinion of management,  all  adjustments  and  reclassifications  considered
necessary  for a fair and  comparable  presentation  have been made and are of a
normal recurring  nature.  Operating  results for the nine months ended December
31, 1998 are not necessarily  indicative of the results that may be expected for
the year ending March 31, 1999. The enclosed financial statements should be read
in  conjunction  with the  consolidated  financial  statements and notes thereto
included in the Company's  Annual Report on Form 10-KSB for the year ended March
31, 1998.

1.       BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

International  Leisure  Hosts,  Ltd.  (the  "Company")  operates in one business
segment, the ownership and operation of Flagg Ranch, a full-service resort motel
and  trailer  park  located in the John D.  Rockefeller  Jr.  Memorial  Parkway,
approximately  four miles north of Grand Teton National Park and two miles south
of the southern entrance to Yellowstone National Park.

SIGNIFICANT ACCOUNTING POLICIES are as follows:

a.   MERCHANDISE   INVENTORIES  are  stated  at  the  lower  of  aggregate  cost
     (first-in, first-out basis) or market.

b.   PROPERTY  AND  EQUIPMENT  are  stated  at cost.  Depreciation  is  computed
     primarily by an accelerated  method over the estimated useful lives,  which
     range from 5 years to 40 years, for such assets. Leasehold improvements are
     amortized using the  straight-line  method over the lesser of the estimated
     useful life of the related asset or the term of the lease.

c.   INCOME  TAXES have been  accounted  for in  accordance  with  Statement  of
     Financial  Accounting  Standards  ("SFAS") No. 109,  ACCOUNTING  FOR INCOME
     TAXES.   Deferred  income  taxes  have  been  provided  for  the  temporary
     differences between financial statement and income tax reporting on certain
     transactions.

d.   USE OF ESTIMATES - The  preparation  of financial  statements in conformity
     with  generally  accepted  accounting   principles   necessarily   requires
     management  to make  estimates  and  assumptions  that affect the  reported
     amounts of assets and liabilities  and disclosure of contingent  assets and
     liabilities  at the  date of the  financial  statements  and  the  reported
     amounts of  revenues  and  expenses  during the  reporting  period.  Actual
     results could differ from those estimates.

e.   NET INCOME  (LOSS) PER COMMON  SHARE - In 1998,  the  company  adopted  and
     retroactively applied SFAS No. 128, EARNINGS PER SHARE, which had no

                                  Page 6 of 13
<PAGE>
     effect on the  computation or  presentation of earnings per share data. Net
     income  (loss) per common  share is computed by dividing  net income by the
     weighted average number of common shares outstanding.  The weighted average
     number of common shares  outstanding  was 694,577 for the nine months ended
     December 31, 1998 and 1997.

f.   STATEMENTS OF CASH FLOWS - For purposes of the  consolidated  statements of
     cash flows, cash and cash equivalents represent cash in banks, money market
     funds, and certificates of deposit with initial  maturities of three months
     or less.

g.   ESTIMATED  FAIR VALUE OF FINANCIAL  INSTRUMENTS - The Company has estimated
     the fair value of its financial  instruments  using available  market data.
     However,  considerable  judgment is required in interpreting market data to
     develop estimates of fair value. The use of different market assumptions or
     methodologies  may have a material  effect on the estimates of fair values.
     The  carrying  values  of  cash,  receivables,  lines of  credit,  accounts
     payable,  accrued expenses,  and long-term debt approximate fair values due
     to the short-term maturities or market rates of interest.

h.   NEW ACCOUNTING PRONOUNCEMENTS - In June 1997, the FASB issued SFAS No. 130,
     REPORTING COMPREHENSIVE INCOME, which is effective for financial statements
     for  fiscal  years  beginning  after  December  15,  1997  and  established
     standards  for  reporting  and  display  of  comprehensive  income  and its
     components  (revenues,  expenses,  gains  and  losses)  in a  full  set  of
     general-purpose  financial  statements.  The  Company  does not believe the
     adoption  of SFAS No.  130 will have a  material  impact  on its  financial
     statement presentation or related disclosures.

     In June 1997, the FASB issued SFAS No. 131, DISCLOSURE ABOUT SEGMENTS OF AN
     ENTERPRISE  AND RELATED  INFORMATION,  which is effective  for fiscal years
     beginning  after  December 15, 1997 and  establishes  standards for the way
     that  public  business   enterprises  report  information  about  operating
     segments in annual financial statements and requires that those enterprises
     report selected  information about operating  segments in interim financial
     reports issued to shareholders.  It also establishes  standards for related
     disclosures  about  products  and  services,  geographic  areas  and  major
     customers.  The  Company  operates  in one  business  segment  and does not
     believe  that the  adoption of SFAS No. 131 will have a material  impact on
     its financial statements or related disclosures.

2. COMMITMENTS AND CONTINGENCIES

The Company receives its operating  authorization from the National Park Service
("NPS").  The NPS Contract (the "Contract") which became effective on January 1,
1990, will expire on December 31, 2009.  Under the terms of the Contract,  prior
to December  31,  1999,  the Company is  required to move its  existing  54-unit
riverside motel from its current location to the high ground above the river, to
provide  for new  employee  housing and make  certain  other  improvements.  The
Company has chosen to meet these  requirements by moving the riverside motel and
converting it into employee housing,  plus building  additional employee support
facilities,  which began in summer 1998 with expected completion in summer 1999.
The  cost  to do this is  estimated  to be  between  $1,200,000  and  $2,100,000
depending on the number of employee  housing  units and the extent of additional
improvements  required by the NPS. If the  Company  builds new lodging  units to
replace the 54-unit  riverside  motel,  the additional cost to build these units
will be between $1,000,000 and $1,200,000.  This would result in a total cost of

                                  Page 7 of 13
<PAGE>
relocation and new construction  combined of between  $2,200,000 and $3,300,000.
The  Company  has not made a  decision  at this  time  regarding  replacing  the
riverside motel with new lodging units.

The fee expense,  which has been recorded as operating expense, to the NPS under
the Contract is  calculated  at 2% of gross  receipts (as  defined),  subject to
review and  possible  adjustment  every five years.  For the nine  months  ended
December  31,  1998  and  1997,  this  fee  amounted  to  $64,000  and  $69,000,
respectively.

Flagg Ranch faces competition from hotels,  camping areas and trailer facilities
in Yellowstone and Grand Teton National Parks, as well as from a large number of
hotels and motels in Wyoming,  Montana and Idaho, offering some facilities which
are similar to those offered by Flagg Ranch. In addition,  the business of Flagg
Ranch is susceptible to weather conditions and unfavorable trends in the economy
as a whole.  Business  could be  significantly  affected  depending upon actions
which might be taken by the NPS if cutbacks are made to their budget. If the NPS
decides to close  Yellowstone  National Park for the winter  months,  then Flagg
Ranch would have to discontinue its winter operations. NPS budget cutbacks could
also  negatively  impact  the  length of the  summer  season  and the  number of
visitors to the Parks and have a  corresponding  negative  impact on Flagg Ranch
revenues.

On May 20, 1997,  the Fund for Animals,  Biodiversity  Legal  Foundation et. al.
filed a lawsuit  against  the NPS  challenging  the action of the NPS  regarding
winter use of Yellowstone  and Grand Teton National  Parks.  The plaintiffs have
asked the Federal Court to stop winter  activities,  primarily  snowmobiling and
related snow grooming,  until environmental impacts are documented. A settlement
agreement was reached that requires the NPS to prepare an  environmental  impact
statement ("EIS") over the next three years,  during which time period the parks
will continue  activities under the existing winter visitor-use plan. If the NPS
is required to suspend or terminate  winter  activities in Yellowstone  National
Park, Flagg Ranch would have to suspend or discontinue its winter operations.

3. TRANSACTIONS WITH AFFILIATED COMPANIES AND RELATED PARTIES

General and administrative  expenses for the nine months ended December 31, 1998
and 1997 include  management  fees and  administrative  expenses paid to related
parties of  approximately  $102,000  and  $123,000,  respectively.  All  related
parties  referred  to in these  financial  statements  were  family  members  of
Elizabeth  A.  Nicoli who were the  majority  owners of the Company for the nine
months ended  December 31, 1997.  Related  parties  during the nine months ended
December  31,  1998 are the  Company's  majority  owner,  Robert  Walker  or his
affiliated companies.

During October 1998, the Company incurred borrowings under a line of credit from
a related party (see note 4 below).  Interest paid pursuant to these  borrowings
for the nine months ended December 31, 1998 totaled $77,826.

4. NOTE PAYABLE UNDER LINE OF CREDIT

During  October  1998,  the  Company  entered  into a line of  credit  agreement
("Agreement")  with an affiliated  company  expiring  September 30, 1999,  which
provides for secured borrowings of up to $1,500,000 at an interest rate of prime
plus .5 percent. Borrowings under the Agreement are collateralized by the assets
and  improvements  of Flagg Ranch.  The Company has borrowed  $1,500,000 on this
line of credit as of December 31, 1998.

                                  Page 8 of 13
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
        AND RESULTS OF OPERATIONS

The statements contained in this Report regarding  management's  anticipation of
the Company's facility completion schedules, quality of facilities,  fulfillment
of National Park Service  requirements,  consumer response to marketing efforts,
ability to offset  inflation  and  adequacy of  financing,  constitute  "forward
looking"  statements  within the  meaning of the Private  Securities  Litigation
Reform  Act  of  1995.  Management's  anticipation  is  based  upon  assumptions
regarding  levels  of  competition,   acceptance  of  facilities  by  consumers,
favorable weather  conditions,  ability to complete facility  construction,  the
market in which the Company operates, the stability of the economy and stability
of the regulatory environment.  Any of these assumptions could prove inaccurate,
and therefore  there can be no assurance  that the  forward-looking  information
will prove to be accurate.

The  Company's  net income  for the nine  months  ended  December  31,  1998 was
$236,000  ($.34 per share).  This  compares to net income of $147,000  ($.21 per
share) for the nine months  ended  December 31,  1997.  The $89,000  increase in
income was due  primarily  to a reduction  in  operating  costs.  Changes to the
Company's  revenues and expenses for the nine months ended December 31, 1998 and
December 31, 1997 are summarized  below.  All references to years  represent the
nine month period ending December 31 of the stated year.

Flagg Ranch,  the principal  business of the Company,  is operated as a seasonal
resort.  The two  seasons  coincide  with  the  opening  and  closing  dates  of
Yellowstone  and  Grand  Teton  National  Parks.  The  summer  season  runs from
approximately  May 15 through  October 15 and the winter  season  runs from late
December through mid-March.

REVENUES

Total  revenues  for  1998  decreased  by  $359,000  or 10% from  1997.  Of this
decrease,  $227,000  was from  motel  and  cabin  rentals,  $105,000  from  food
services,  $40,000 from float trip revenue,  $33,000 from horse rental  revenue,
$14,000 in gasoline  sales,  $21,000 in  snowmobile  rentals and related  winter
activities,  and $6,000 in miscellaneous income. Increases of $22,000 in RV park
rentals,  $37,000 in Gift shop sales,  and $28,000 in grocery store sales offset
the above  decreases.  The  primary  reason for the  decrease in motel and cabin
rentals is due to the conversion of the riverside  motel from  available  rental
units to employee  dormitories.  This  represents an approximate 37% decrease in
available  rental units from last year.  This decrease also caused the decreases
in revenues from float trips,  horse  rentals,  gasoline sales and food service.
The primary  reason for the  increase in RV park  rentals was an increase in the
number of  recreational  vehicle sites  available  for rent to the public.  On a
temporary basis, approximately twenty-five recreational vehicle sites were being
utilized by construction  workers and employees  during the  construction of new
facilities at Flagg Ranch during 1997.

                                  Page 9 of 13
<PAGE>
EXPENSES

The ratio of cost of merchandise  sold to sales of  merchandise  was 61% in 1998
and 56% in 1997.  Operating  expenses  decreased  by  $481,000 or 24% in 1998 as
compared to 1997. The ratio of operating  expenses to total revenue decreased to
46% in 1998 from 55% in 1997. The primary  decrease in operating  expenses was a
$385,000  decrease in labor costs.  This was primarily  attributable to cutbacks
made in the labor force at the  beginning of the year.  In  addition,  the labor
costs  decreased due to the reduced number of lodging units.  Other decreases in
operating  expenses included $107,000 related to river float trips and horseback
riding operations,  $18,000 in utilities,  $6,000 in office supplies, $11,000 in
commissions,  $4,000 in franchise fees, and $88,000 in repairs and  maintenance.
Offsetting  these  decreases  were  increases  in operating  expenses  including
$36,000 in operating  supplies,  $25,000 in  advertising,  $20,000 in insurance,
$9,000 in snowmobile  parts,  $15,000 in telephone,  $9,000 in credit card fees,
$8,000 in  licenses  and fees,  and a number of other  expenses  totaling  about
$16,000.

INFLATION

The Company expects that it will be able to offset increased costs and expenses,
principally  labor,  caused by inflation,  by increasing  prices on its services
with minimal effect on operations.

LIQUIDITY AND CAPITAL RESOURCES

During  the last  fiscal  year the  company  began a  project  to  relocate  the
riverside  motel and other  buildings  located  along the Snake  river to higher
ground  for use as  employee  dormitories  as well  as the  construction  of new
employee RV spaces and other ancillary  buildings.  During the nine months ended
December 31, 1998, the Company incurred costs of approximately  $758,000 related
to the above  construction  projects.  In addition the Company has purchased new
vehicles and other  construction  equipment at a cost of $494,000.  As a result,
the working capital decreased to a negative $1,674,000 at December 31, 1998 from
a negative $945,000 at March 31, 1998.

The Company may incur  additional costs of between $600,000 and $1,500,000 prior
to December 31, 1999 to relocate  employee  housing units as required  under the
NPS Contract.

The Company intends to fund these  improvements  through existing cash funds and
cash generated from operations,  plus additional  borrowings from lenders.  Cash
generated from  operations was $432,000,  $430,000,  and $139,000 for the fiscal
years ended 1998,  1997 and 1996,  respectively.  Cash generated from operations
for the nine months ended  December 31, 1998 and 1997 was $779,000 and $394,000,
respectively.  The  construction  funds will have to be  obtained  from  outside
sources to the extent they exceed cash  generated from  operations.  There is no
guarantee that the Company will be able to procure financing on favorable terms.

                                 Page 10 of 13
<PAGE>
                           PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

        None.

ITEM 2. CHANGES IN SECURITIES

        None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

        None.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS

        None.

ITEM 5. OTHER MATERIALLY IMPORTANT EVENTS

        None.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

        (a) 1. Financial Statements                                      Page

        The  following  consolidated  financial  statements  of
        International  Leisure Hosts, Ltd. are included in Part I, Item 1:

              Consolidated Balance Sheets - December 31, 1998
              and March 31, 1998                                           2
        
              Consolidated Statements of Income - 9 months ended
              December 31, 1998, 1997                                      3
        
              Consolidated Statements of  Shareholders' Equity -
              9 months ended December 31, 1998                             4
        
              Consolidated Statements of Cash Flows-
              9 months ended December 31, 1998, 1997                       5
        
              Notes to consolidated financial statements                   6
   
                                 Page 11 of 13
<PAGE>

        (a) 3. The following exhibits are incorporated by reference as
               indicated:

                3.1     By-Laws-Adopted June 22, 1992-Filed with Form 10-K dated
                        March 31, 1992

                3.2     Articles  of  Incorporation-Filed  with Form 10-K  dated
                        March 31, 1986, pages 32-41

                10.1    United States  Department of the Interior  National Park
                        Service Contract-Filed with Form 10-Q dated December 31,
                        1989

                27      Financial Data Schedule-Filed Herewith



                                 Page 12 of 13
<PAGE>
In accordance with the  requirements of the Exchange Act, the registrant  caused
this report to be signed by the undersigned, thereunto duly authorized.

                        INTERNATIONAL LEISURE HOSTS, LTD.
                                  (REGISTRANT)




DATE:   February 10, 1998                 BY: ROBERT L. WALKER
        -----------------                     ----------------------------------
                                              Robert L. Walker
                                              President


DATE:   February 10, 1998                 BY: MICHAEL P. PERIKLY
        -----------------                     ----------------------------------
                                              Michael P. Perikly
                                              Principal Financial Officer and
                                                Chief Accounting Officer


                                 Page 13 of 13