UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             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 June 30, 1999
                                                 ----------------

                           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 office)                    (Zip Code)


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 694,477 shares
of $.01 par value common stock outstanding as of June 30, 1999.

                                    Page 1 of 12
<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM 1 - SUMMARIZED FINANCIAL INFORMATION

                        INTERNATIONAL LEISURE HOSTS, LTD.
                 UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS


                                                      June 30,        March 31,
                                                        1999            1999
                                                     ----------      ----------
                                     ASSETS
CURRENT ASSETS:
 Cash and cash equivalents                           $  404,384      $  296,291
 Accounts receivable                                      1,145           9,854
 Income tax refund receivable                            22,500              --
 Merchandise inventories                                223,700          92,481
 Prepaid expenses and other                              28,675          18,936
                                                     ----------      ----------
     Total current assets                               680,404         417,562
                                                     ----------      ----------
PROPERTY AND EQUIPMENT:
 Buildings and improvements                           5,421,138       5,421,138
 Equipment                                            1,838,856       1,815,620
 Leasehold improvements                                 325,600         325,600
 Construction in progress                               546,200         446,206
                                                     ----------      ----------
     Total property and equipment                     8,131,794       8,008,564
 Less accumulated depreciation and amortization       2,322,208       2,215,754
                                                     ----------      ----------
 Property and equipment - net                         5,809,586       5,792,810
                                                     ----------      ----------
DEPOSITS                                                     --           1,500
                                                     ----------      ----------
TOTAL                                                $6,489,990      $6,211,872
                                                     ==========      ==========

                      LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
 Note payable under line of credit from
  related party                                      $1,460,000      $1,460,000
 Accounts payable:
   Trade                                                303,306         110,240
   Related party                                         34,208              --
 Income taxes payable                                        --         117,684
 Accrued liabilities                                     99,750          44,257
 Advance deposits                                       357,896         166,842
                                                     ----------      ----------
     Total current liabilities                        2,255,160       1,899,023
DEFERRED INCOME TAXES                                   193,076         193,076
                                                     ----------      ----------
     Total liabilities                                2,448,236       2,092,099
                                                     ----------      ----------
SHAREHOLDERS' EQUITY:
 Preferred stock, $5 par value - authorized
   100,000 shares: none issued
 Common stock, $.01 par value - authorized
   2,000,000 shares: 718,373 shares issued                7,184           7,184
 Additional paid-in capital                             656,426         656,426
 Retained earnings                                    3,456,756       3,534,075
 Less common stock in treasury - at cost,
  23,896 shares                                         (78,612)        (77,912)
                                                     ----------      ----------
     Total shareholders' equity                       4,041,754       4,119,773
                                                     ----------      ----------
TOTAL                                                $6,489,990      $6,211,872
                                                     ==========      ==========

See notes to unaudited condensed consolidated financial statements

                                    Page 2 of 12
<PAGE>
                        INTERNATIONAL LEISURE HOSTS, LTD.
            UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS


                                                     For the three months ended
                                                              June 30
                                                     --------------------------
                                                       1999             1998
                                                     ---------        ---------
REVENUES:
 Sales of merchandise                                $ 355,823        $ 329,674
 Room, cabin and trailer space rentals                 332,358          321,550
 Other rentals and income                               47,741           41,110
 Interest                                                1,443               81
                                                     ---------        ---------
    Total revenues                                     737,365          692,415
                                                     ---------        ---------
COSTS AND EXPENSES:
 Cost of merchandise                                   216,049          185,332
 Operating                                             419,254          463,097
 General and administrative                             30,746           19,890
 General and administrative - related party             28,881           32,214
 Net loss on asset disposals                             2,050            7,210
 Depreciation and amortization                         106,830           82,283
 Interest - related party                               20,206           22,778
                                                     ---------        ---------
    Total costs and expenses                           824,016          812,804
                                                     ---------        ---------

Income (loss) before income taxes                      (86,651)        (120,389)

Provision (benefit) for income taxes                    (9,332)         (38,000)
                                                     ---------        ---------

NET INCOME (LOSS)                                    $ (77,319)       $ (82,389)
                                                     =========        =========
NET INCOME (LOSS) PER COMMON SHARE                   $   (0.11)       $   (0.12)
                                                     =========        =========

See notes to unaudited condensed consolidated financial statements

                                    Page 3 of 12
<PAGE>
                        INTERNATIONAL LEISURE HOSTS, LTD.
            UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS


                                                     Three months ended June 30,
                                                     ---------------------------
                                                        1999             1998
                                                     ---------        ---------
OPERATING ACTIVITIES:
 Net loss                                            $ (77,319)       $ (82,389)
 Adjustments to reconcile net loss to cash
  provided by operating activities:
   Depreciation and amortization                       106,830           82,283
   Depreciation capitalized to construction              4,584
   Net loss (gain) on asset disposals                    2,050           (7,210)
 Changes in assets and liabilities:
   Accounts receivable                                   8,709           13,750
   Accounts receivable from related party                   --           82,800
   Merchandise inventories                            (131,219)        (106,777)
   Income tax receivable                               (22,500)         (38,000)
   Prepaid expenses and other                           (8,239)         (17,519)
   Accounts payable - trade                            193,066          209,439
   Accounts payable - related party                     34,208           16,279
   Income taxes payable                               (117,684)              --
   Accrued liabilities                                  55,493           54,351
   Advance deposits                                    191,054          199,021
                                                     ---------        ---------
      Net cash provided by operating activities        239,033          406,028
                                                     ---------        ---------
INVESTING ACTIVITIES:
 Purchases of property and equipment                  (148,890)        (187,550)
 Proceeds from sale of property and equipment           18,650            7,210
                                                     ---------        ---------
      Net cash used in investing activities           (130,240)        (180,340)
                                                     ---------        ---------
FINANCING ACTIVITIES:
 Common stock purchased for treasury                      (700)              --
                                                     ---------        ---------
NET INCREASE IN CASH AND CASH EQUIVALENTS              108,093          225,688

CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR           296,291          212,593
                                                     ---------        ---------

CASH AND CASH EQUIVALENTS, END OF PERIOD             $ 404,384        $ 438,281
                                                     =========        =========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW
INFORMATION - Cash paid for interest                 $  30,030        $  24,794
                                                     =========        =========

See notes to unaudited condensed consolidated financial statements

                                    Page 4 of 12
<PAGE>
                        INTERNATIONAL LEISURE HOSTS, LTD.

         NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
            For the Three Month Periods Ended June 30, 1999 and 1998

The accompanying unaudited condensed 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 three  months  ended June 30,  1999 are not
necessarily  indicative  of the results that may be expected for the year ending
March 31, 2000. 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, 1999.

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  Resort,  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 by
          straight-line and accelerated methods over the estimated useful lives,
          which  range  from  5  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.

          The Company reviews the carrying  values of its long-lived  assets and
          identifiable  intangibles for possible  impairment  whenever events or
          changes in  circumstances  indicate that the carrying amount of assets
          to be held and used may not be recoverable.  For assets to be disposed
          of, the Company  reports  long-lived  assets and certain  identifiable
          intangibles at the lower of carrying amount or fair value less cost to
          sell.

     c.   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.

                                  Page 5 of 12
<PAGE>
     e.   NET  INCOME  (LOSS) PER  COMMON  SHARE - 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 694,560 and 694,577 shares for the three
          month periods ended June 30, 1999 and 1998, respectively.

     f.   STATEMENTS OF CASH FLOWS - For purposes of the condensed  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  PRONOUNCEMENT - In June 1998, the Financial Accounting
          Standards  Board  ("FASB")   issued  SFAS  No.  133,   ACCOUNTING  FOR
          DERIVATIVE  INSTRUMENTS  AND HEDGING  ACTIVITIES,  but has delayed the
          effective date from fiscal years beginning after June 15, 1999 to June
          15, 2000.  Management  has not  completed  the analysis of the effects
          SFAS No.  133 will  have on its  financial  statements.  SFAS No.  133
          establishes   accounting   and  reporting   standards  for  derivative
          instruments,   including   certain   derivatives   embedded  in  other
          contracts,  and for  hedging  activities.  It requires  that  entities
          record all  derivatives as either assets or  liabilities,  measured at
          fair value.

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 November  30,  2000,  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 2000.
The remaining cost of this relocation is estimated to be between  $1,100,000 and
$1,400,000  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 is estimated to be between $1,000,000 and $1,200,000. This would result in
a combined total cost of relocation and new  construction of between  $2,100,000
and  $2,600,000.  The  Company  has not made a decision  at this time  regarding
replacing the riverside motel with new lodging units.

                                  Page 6 of 12
<PAGE>
The Contract fee to the NPS is calculated at 2% of gross  receipts (as defined),
subject to review and possible adjustment every five years. For the three months
ended  June 30,  1999 and  1998,  this fee  amounted  to  $14,350  and  $13,000,
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 three months ended June 30, 1999 and
1998 include management fees and administrative expenses paid to related parties
of approximately $29,000 and $32,000,  respectively.  Related parties during the
three months ended June 30, 1999 and 1998 refer to 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 three months ended June 30, 1999 totaled $30,030.

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  $1,460,000 on this
line of credit as of June 30, 1999.  The terms of the Agreement  contain,  among
other provisions, requirements for maintaining minimum cash flows (as defined in
the Agreement) and places limitations on the Company's ability to make loans. As
of June 30, 1999 the Company was not in  compliance  with the minimum  cash flow
requirement.

                                  Page 7 of 12
<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 loss for the first  quarter  ended June 30, 1999 was $77,000
($.11 per share).  This  compares to a net loss of $82,000  ($.12 per share) for
the quarter ended June 30, 1998.  The $5,000  decrease in loss was due primarily
to reductions in operating costs. Changes to the Company's revenues and expenses
for the quarters ended June 30, 1999 and June 30, 1998 are summarized below. All
references to years represent quarters ending June 30 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.  Therefore,  the first quarter ended June 30, 1999
consists of only forty-five days of operations.

REVENUES

Total  revenues for 1999 increased by $52,000 or 8% from 1998. Of this increase,
$2,000 was from motel and cabin  rentals,  $9,000 from RV park rentals,  $14,000
from float trip revenue,  $10,000 from horse rental revenue,  $7,000 in gasoline
sales,  $9,000 in gift shop sales and $15,000 in grocery store sales.  Decreases
of $5,000 from food services and $9,000 in miscellaneous income offset the above
increases.  The primary  reason for the increases in the various retail areas is
due to the  greater  number  of  guests  staying  in the RV  park  as well as an
associated increase in per capita spending by the Company's guests. The decrease
in food services income is attributed to a greater  percentage of our work force
not participating in the employee meal program.

EXPENSES

The ratio of cost of merchandise  sold to sales of merchandise  was 61% and 56%,
respectively,  in 1999 and 1998.  Operating expenses decreased by $44,000 or 10%
in 1999 as compared to 1998.  The ratio of operating  expenses to total  revenue
decreased  to 57% in 1999 from 68% in 1998.  The primary  decrease in  operating
expenses  was a $37,000  decrease in  operating  supplies.  Other  decreases  in
operating expenses included $7,000 in labor costs,  $7,000 in utilities,  $7,000
in repairs and maintenance,  $6,000 in travel and $5,000 in telephone. Increases
in a number  of other  expenses  totaling  approximately  $25,000  offset  these
decreases.

                                  Page 8 of 12
<PAGE>
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 quarter ended June
30, 1999, the Company  incurred costs of  approximately  $100,000 related to the
above construction  projects. In addition the Company has purchased new vehicles
and other construction  equipment at a cost of $49,000. As a result, the working
capital  decreased  to a negative  $1,575,000  at June 30,  1999 from a negative
$1,481,000 at March 31, 1999.

The Company may incur  additional  costs of between  $1,100,000  and  $1,400,000
prior to November 30, 2000 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 $964,000,  $432,000,  and $430,000 for the fiscal
years ended 1999,  1998 and 1997,  respectively.  Cash generated from operations
for the  quarters  ended  June 30,  1999 and 1998  was  $239,000  and  $406,000,
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.

YEAR 2000 COMPLIANCE

The Year 2000 Issue is the result of computer  programs  being written using two
digits  rather than four to define the  applicable  year.  Any of the  Company's
computer programs that have  time-sensitive  software may recognize a date using
"00" as the year 1900 rather than the year 2000.  This could  result in a system
failure or miscalculations causing disruptions of operations,  including,  among
other things, a temporary inability to process  transactions,  send invoices, or
engage in similar normal business activities.

Both the Company's  accounting  software as well as its reservation  systems are
already year 2000 compliant.  Management has determined that the year 2000 issue
will not pose significant  operational  problems for its computer systems.  As a
result,  all  costs  associated  with this  conversion  are  being  expensed  as
incurred.

In  addition,  the  Company  has  communicated  with  others  with  whom it does
significant  business to determine their Year 2000 Compliance  readiness and the
extent to which the Company is  vulnerable  to any third party Year 2000 issues.
However,  there can be no guarantee that the systems of other companies on which
the  Company's  systems  rely will be  timely  converted,  or that a failure  to
convert  by another  company,  or a  conversion  that is  incompatible  with the
Company's systems, would not have a material adverse effect on the Company.

                                  Page 9 of 12
<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

        On April 23, 1999, at an annual meeting of the  shareholders,  Bonnie J.
        Walker,  William S.  Levine,  and Victor W. Riches  were  elected to the
        Board of Directors  replacing  Elizabeth A. Nicoli,  F. Ray Evarts,  and
        Michael P. Perikly.

        Bonnie J. Walker has served on numerous boards and committees of various
        charitable  organizations  and since late 1997 has been  associated with
        the Company in various capacities.

        William S. Levine has been the  Chairman  of Outdoor  Systems,  Inc.,  a
        national  billboard  company  that  is  traded  on the  New  York  Stock
        Exchange.  Additional,  he has served on numerous boards of directors of
        both private and public companies.

        Victor W.  Riches has served on  numerous  boards,  committees  and held
        offices of both charitable and non-charitable  organizations,  including
        by way of  description:  Turf  Paradise,  Inc.,  Arizona  Center for the
        Handicapped,  Bethany Ranch Home, YMCA of Metropolitan  Phoenix, as well
        as many others.  Mr. Riches has published numerous articles in a variety
        of trade magazines.  He currently is a real estate developer in Arizona,
        Nevada and California.

ITEM 5. OTHER MATERIALLY IMPORTANT EVENTS

        On May 1, 1999,  Robert L. Walker was elected Chief  Executive  Officer,
        Michael P. Perikly was elected  President and Thomas J. Kase was elected
        Secretary and Treasurer.

        Michael Perikly has been associated with the company since September 30,
        1997 as  Treasurer  and Chief  Financial  Officer  as well as a director
        until April,  1999. From 1990 to the present he has been Chief Financial
        Officer of PNI, Inc., a privately owned investment company. From 1989 to
        1994 he was the Chief Financial Officer, Secretary and Treasurer of Turf
        Paradise,  Inc., an Arizona based, publicly traded company that owns and
        operates a  thoroughbred  horse racing  facility  conducing  pari-mutuel
        wagering.

                                  Page 10 of 12
<PAGE>
        Thomas Kase, a Certified Public  Accountant,  has worked both in private
        industry as well as in public  accounting  and is  currently  associated
        with the  accounting  firm of Hahn,  Gaintner & Associates  where he has
        been working for a number of years.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

          (a)  1. Financial Statements                                     Page
                                                                           ----
               The  following  financial  statements  of  International
               Leisure Hosts, Ltd. are included in Part I, Item 1:

               Condensed Consolidated Balance Sheets - June 30, 1999
               (Unaudited) and March 31, 1999                                2

               Condensed Consolidated Statements of Operations -
               3 months ended June 30, 1999 and 1998 (Unaudited)             3

               Condensed Consolidated Statements of Cash Flows -
               3 months ended June 30, 1999 and 1998 (Unaudited)             4

               Notes to unaudited condensed consolidated financial
               statements                                                    5

          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


                             Page 11 of 12
<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: August 10, 1999                BY: Robert L. Walker
      ----------------                  ----------------------------------------
                                        Robert L. Walker
                                        Chairman and Chief Executive Officer



DATE: August 10, 1999                BY: Michael P. Perikly
      -----------------                 ----------------------------------------
                                       Michael P. Perikly
                                       President and Principal Financial Officer



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