<PAGE>
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-------------
FORM 10-Q/A
(AMENDMENT NO. 1)
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
- --- ACT OF 1934
For the Quarterly Period Ended March 31, 1996
OR
___ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Transition Period from _______________________ to_________________
Commission file number 0-26922
COAST RESORTS, INC.
(Exact name of registrant as specified in its charter)
NEVADA 88-0345704
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization identification number)
4000 WEST FLAMINGO ROAD, LAS VEGAS, 89103
NEVADA (Zip code)
(Address of principal executive offices)
(702) 367-7111
(Registrant's telephone number, including area code)
None
(Former name, former address and former fiscal year,
if changed since last report.)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No_____
---
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
Shares of Common Stock outstanding as of March 31, 1996: 1,494,352.94
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PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
COAST RESORTS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(amounts in thousands, except share data)
(Unaudited)
<TABLE>
<CAPTION>
March 31, December 31,
1996 1995
-------- --------
<S> <C> <C>
A S S E T S
CURRENT ASSETS:
Cash and cash equivalents $ 18,030 $ 14,543
Restricted cash equivalents, in
escrow account 19,292 --
Accounts receivable, net 3,818 1,990
Other current assets 6,820 6,506
-------- --------
TOTAL CURRENT ASSETS 47,960 23,039
PROPERTY AND EQUIPMENT, net 137,634 125,155
RESTRICTED CASH EQUIVALENTS, IN ESCROW ACCOUNT 104,231 --
OTHER ASSETS 9,395 4,169
-------- --------
$299,220 $152,363
======== ========
L I A B I L I T I E S A N D
S T O C K H O L D E R S ' E Q U I T Y
CURRENT LIABILITIES:
Accounts payable $ 5,446 $ 8,389
Accrued liabilities 19,425 14,426
Current portion of long-term debt 1,096 1,591
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TOTAL CURRENT LIABILITIES 25,967 24,406
-------- --------
LONG-TERM DEBT, less current portion 171,816 83,357
-------- --------
DEFERRED RENT 2,516 1,712
-------- --------
OTHER LIABILITIES 2,500 --
-------- --------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Common Stock, $.01 par value,
2,000,000 shares authorized,
1,494,353 (1996) and 1,000,000 (1995)
shares issued and outstanding 15 10
Additional paid-in capital 95,398 19,340
Retained earnings 1,008 23,538
-------- --------
TOTAL STOCKHOLDERS' EQUITY 96,421 42,888
-------- --------
$299,220 $152,363
======== ========
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
2
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COAST RESORTS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
For the Three Months Ended March 31, 1996 and 1995
(amounts in thousands, except per share data)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Three Months
Ended Ended
March 31, 1996 March 31, 1995
-------------- --------------
<S> <C> <C>
OPERATING REVENUES:
Casino $ 35,919 $ 30,933
Food and beverage 9,880 9,614
Hotel 3,521 3,230
Other 2,451 2,389
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GROSS REVENUES 51,771 46,166
Less: promotional allowances (4,359) (3,970)
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NET REVENUES 47,412 42,196
---------- ----------
OPERATING EXPENSES:
Casino 16,939 16,583
Food and beverage 7,404 8,521
Hotel 1,680 1,628
Other 1,871 2,075
General and administrative 8,764 8,271
Development expenses 955 --
Depreciation and amortization 1,760 1,738
---------- ----------
TOTAL OPERATING EXPENSES 39,373 38,816
---------- ----------
OPERATING INCOME 8,039 3,380
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OTHER INCOME (EXPENSES)
Interest expense (4,306) (379)
Interest income 963 70
Interest capitalized 701 --
Gain on sale of equipment and securities -- 57
---------- ----------
TOTAL OTHER INCOME (EXPENSES) (2,642) (252)
---------- ----------
INCOME BEFORE INCOME TAX PROVISION 5,397 3,128
---------- ----------
INCOME TAX PROVISION 4,389 --
---------- ----------
NET INCOME $ 1,008 $ 3,128
========== ==========
NET INCOME PER SHARE OF COMMON STOCK $0.72 --
========== ==========
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING 1,407,434 --
========== ==========
PRO FORMA DATA (reflecting reorganization
and change in tax status):
Provision for income taxes 1,889 1,095
---------- ----------
Net income $ 3,508 $ 2,033
========== ==========
Net income per share of common stock $2.49 $2.03
========== ==========
Weighted average common shares outstanding 1,407,434 1,000,000
========== ==========
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
3
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COAST RESORTS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Three Month Ended March 31, 1996 and 1995
(amounts in thousands)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Three Months
Ended Ended
March 31, 1996 March 31, 1995
-------------- --------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 1,008 $ 3,128
--------- -------
ADJUSTMENTS TO RECONCILE NET INCOME TO
NET CASH PROVIDED BY OPERATING
ACTIVITIES:
Depreciation and amortization 1,760 1,720
Amortization of original issue discount 86 --
Provision for bad debts -- 209
Deferred income taxes 2,500 --
Non-cash rent expense 440 --
(Gain) loss on sale of assets -- (57)
Changes in assets and liabilities:
Net (increase) decrease in accounts
receivable and other current assets (2,132) 654
(Increase) decrease in other assets 376 (170)
Increase (decrease) in operating liabilities:
Net increase (decrease) in accounts payable
and other accrued expenses 1,987 (4,278)
--------- -------
TOTAL ADJUSTMENTS 5,017 (1,922)
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NET CASH PROVIDED BY OPERATING ACTIVITIES 6,025 1,206
--------- -------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures (13,682) (9,339)
Proceeds from sale of equipment and securities -- 87
Net additions to restricted cash equivalents,
in escrow accounts (123,523) --
--------- -------
NET CASH USED BY INVESTING ACTIVITIES (137,205) (9,252)
--------- -------
CASH FLOW FROM FINANCING ACTIVITIES:
Proceeds from issuance of long-term debt,
net of discounts and commissions 164,124 3,000
Principal payments on long-term debt (586) (828)
Proceeds from borrowings under bank line
of credit 1,045 9,000
Principal payments on bank line of credit (29,200) (2,400)
Payments for debt issue costs (716) --
Distributions to former partners -- (8,661)
--------- -------
NET CASH PROVIDED BY FINANCING
ACTIVITIES 134,667 111
--------- -------
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS 3,487 (7,935)
CASH AND CASH EQUIVALENTS, at beginning of year 14,543 16,966
--------- -------
CASH AND CASH EQUIVALENTS, at end of period 18,030 9,031
========= =======
Supplemental cash flow information:
Cash paid for interest $ 754 $ 362
========= =======
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
4
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COAST RESORTS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - BACKGROUND INFORMATION AND BASIS OF PRESENTATION
Background Information
Coast Resorts, Inc. ("Coast Resorts" or the "Company") is a Nevada
corporation and serves as a holding Company for Coast Hotels and Casinos, Inc.
("Coast Hotels") and Coast West, Inc. ("Coast West"). Through Coast Hotels, the
Company owns and operates the Gold Coast and Barbary Coast hotel-casinos and is
in the process of constructing The Orleans Hotel and Casino ("The Orleans"), all
of which are located in Las Vegas, Nevada. Coast West has no operations but
holds a long-term lease (the "Coast West Lease") on approximately fifty acres of
land in Las Vegas on which the Company may develop and operate a future hotel-
casino.
The Gold Coast and Barbary Coast hotel-casinos had previously been owned
and operated independently by two partnerships, Gold Coast Hotel and Casino, a
Nevada limited partnership, and Barbary Coast Hotel and Casino, a Nevada general
partnership (collectively, the Predecessor Partnerships"). On January 1, 1996,
the partners of the Predecessor Partnerships completed a reorganization (the
"Reorganization") with Coast Resorts. Coast Resorts was formed in September
1995 for the purpose of effecting such Reorganization of the Predecessor
Partnerships. Coast Resorts, Gold Coast and Barbary Coast were all related
through common ownership and management control.
In the Reorganization, the partners of the Predecessor Partnerships each
transferred to Coast Resorts their respective partnership interests in the
Predecessor Partnerships in exchange for an aggregate of 1,000,000 shares of
common stock, par value $.01 per share, of Coast Resorts ("Coast Resorts Common
Stock"). Coast Resorts immediately contributed to Coast Hotels all of the
assets and liabilities of the Predecessor Partnerships other than those relating
to the Coast West Lease, which Coast Resorts contributed to Coast West. Coast
Resorts retained the liability for an aggregate principal amount of $51.0
million in notes payable to former partners and retained the liability for $1.5
million relating to demand notes due to a related party (the "Exchange
Liabilities"). On January 16, 1996, the Exchange Liabilities were exchanged for
494,353 shares of Coast Resorts Common Stock, based upon management's estimate
of the fair market value of such Coast Resorts Common Stock.
Basis of Presentation
Prior to the Reorganization, the Gold Coast and the Barbary Coast hotel-
casinos historically operated under a high degree of common control. The former
Managing General Partner of the Gold Coast was also a general partner, and the
principal manager, of the Barbary Coast. Due to common control of the Gold
Coast and the Barbary Coast and the continuation of ownership by the former
partners, the Reorganization was accounted for as a reorganization of entities
under common control. Accordingly, the consolidated financial statements of the
Company for all periods are presented as if the Reorganization occurred at the
beginning of the earliest period presented and include the accounts of all
entities involved on a historical cost basis, in a manner similar to a pooling
of interests. The consolidated financial statements include the accounts of the
Company and all its subsidiaries. All intercompany balances and transactions
have been eliminated.
The accompanying consolidated financial statements reflect the Exchange
Liabilities as obligations of Coast Resorts at December 31, 1995, as the
exchange for Coast Resorts Common Stock had not yet occurred. The exchange was
accounted for subsequent to the completion of the Reorganization, through the
issuance of Coast Resorts Common Stock in the amount of $52,525,000, reflecting
the historical cost basis of the Exchange Liabilities.
The accompanying financial statements are unaudited and have been prepared
in accordance with generally accepted accounting principles for interim
financial information and with Article 10 of Regulation S-X. Accordingly, they
do not include all of the information and footnotes required by generally
accepted accounting
5
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principles for complete financial statements. The unaudited financial statements
should be read in conjunction with the audited financial statements and
footnotes for the year ended December 31, 1995. In the opinion of management,
all adjustments and normal recurring accruals considered necessary for a fair
presentation of the results for the interim period have been included. The
interim results reflected in the unaudited financial statements are not
necessarily indicative of expected results for the full year.
NOTE 2- THE ORLEANS CONSTRUCTION COMMITMENTS
During 1995, the Company commenced construction of The Orleans. The plans
for The Orleans have been developed with a theme of the French Quarter in New
Orleans, and include an approximately 100,000 square-foot casino, 840 hotel
rooms, a 70-lane bowling center, and four restaurants. The Orleans has a
construction and development budget of approximately $158.1 million, excluding
capitalized interest, pre-opening expenditures, and opening bankroll. In
January 1996, the Company entered into a guaranteed maximum price contract for
the construction of the buildings and site improvements for a price not to
exceed $100.0 million. As of March 31, 1996, the Company had paid approximately
$30.1 million of construction and development costs, including approximately
$25.4 million that is subject to the construction contract.
NOTE 3-INCOME TAXES
Prior to the Reorganization, the Company operated as individual
partnerships which did not pay federal income taxes. The partners of the
Predecessor Partnerships were taxed on their proportionate share of each of
their respective partnership's taxable income or loss. Effective January 1,
1996 and in connection with the Reorganization, the Predecessor Partnerships
were terminated. The change in status to a "C" corporation resulted in the
recognition of net deferred tax liabilities, and a corresponding charge to
earnings through the income tax provision of approximately $2.5 million for the
quarter ended March 31, 1996. In addition, upon termination of the partnership
tax status on January 1, 1996, all undistributed earnings of the Predecessor
Partnerships were reclassified to paid-in-capital.
The income statement for the quarter ended March 31, 1995 does not include
any provision or liability for corporate income taxes due to the partnership
status. The pro forma provision for income taxes and the related pro forma net
income reflect adjustments to income taxes assuming that the change in corporate
income tax status occurred as of January 1, 1995.
NOTE 4-PRIVATE PLACEMENT FINANCING
On January 30, 1996, Coast Hotels completed a private placement offering of
$175.0 million principal amount of 13% First Mortgage Notes Due December 15,
2002 (the "First Mortgage Notes"). Interest on the First Mortgage Notes is
payable semi-annually commencing June 15, 1996. The First Mortgage Notes are
unconditionally guaranteed by Coast Resorts, Coast West and certain future
subsidiaries of Coast Hotels. Net proceeds from the offering (after deducting
original issue discount and commissions) were approximately $164.1 million. Of
that amount, (i) approximately $114.8 million was deposited in a construction
disbursement account restricted for use by Coast Hotels to finance in part the
cost of developing, constructing, equipping and opening The Orleans, (ii)
approximately $19.3 million was used by Coast Hotels to purchase U.S.
Government Obligations which were deposited into an interest escrow account
restricted to fund the interest payable on the First Mortgage Notes through
December 15, 1996 and (iii) approximately $29.2 million was used by the Coast
Hotels to repay all outstanding indebtedness under its revolving credit
facility, which was terminated upon repayment. The balance of approximately
$800,000 was used to pay, in part, the estimated offering expenses of $2.4
million.
The indenture governing the First Mortgage Notes contains covenants that,
among other things, limit the ability of Coast Hotels to pay dividends, repay
other existing indebtedness, incur additional indebtedness, or sell material
assets as defined in the indenture. Additionally, if on the twentieth day of
the month following the first month in which The Orleans has been operating for
18 months, the Fixed Charge Coverage Ratio (as defined in the indenture) of
Coast Hotels for the most recently ended four full fiscal quarters is less than
1.5 to 1, Coast Hotels will be obligated to consummate an asset sale of the
Barbary Coast within one year. The proceeds from such asset sale must be used
by Coast Hotels to repurchase First Mortgage Notes at a price equal to 101% of
the principal amount of such First Mortgage Notes, plus accrued and unpaid
interest thereon.
6
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
GENERAL
The Company is a holding company formed in 1995 to effect the combination
of two partnerships, the Barbary Coast Hotel and Casino and the Gold Coast Hotel
and Casino, which were Las Vegas gaming operations owning the Barbary Coast
Hotel and Casino (the "Barbary Coast") and the Gold Coast Hotel and Casino (the
"Gold Coast"). The Company's wholly-owned subsidiary, Coast Hotels and Casinos,
Inc. ("Coast Hotels"), owns and operates these two existing properties and is
currently constructing a third in Las Vegas, The Orleans Hotel and Casino ("The
Orleans"). Another wholly-owned subsidiary of the Company, Coast West, Inc.,
leases an approximately fifty-acre site in Las Vegas on which the Company may
develop and operate a future hotel-casino.
RESULTS OF OPERATIONS
The following table sets forth, for the periods indicated, certain
financial information regarding the results of operations of the Company:
<TABLE>
<CAPTION>
Three Months Three Months
Ended Ended
March 31, 1996 March 31, 1995
-------------- --------------
<S> <C> <C>
NET REVENUES:
Gold Coast $35,714 $31,900
Barbary Coast 11,698 10,296
------- -------
$47,412 $42,196
======= =======
OPERATING INCOME:
Gold Coast $ 8,594 $ 3,661
Barbary Coast 962 (281)
Corporate Expenses (562) --
Development Expenses (955) --
------- -------
$ 8,039 $ 3,380
======= =======
</TABLE>
Three Months Ended March 31, 1996 Compared to Three Months Ended March 31, 1995
COAST RESORTS, INC.
Net revenues for the Company were $47.4 million in the quarter ended March
31, 1996 compared to $42.2 million in the first quarter of 1995, an increase of
$5.2 million (12.4%). (Percentages are actual and are not adjusted for
rounding.) The increased revenues were primarily due to stronger gaming
revenues at the two hotel-casinos, as well as to increased hotel revenues.
Operating income was $8.0 million for the quarter ended March 31, 1996, compared
to $3.4 million in 1995, an increase of 137.8% due to the increased revenues
discussed above, partially offset by a 1.4% increase in operating expenses to
$39.4 million for the first quarter of 1996. Food and beverage expenses
decreased by $1.1 million (13.1%) primarily due to a decrease in cost of sales
in the restaurants as a result of lower wholesale food prices and fewer meals
served. General and administrative expenses increased $493,000 (6.0%) primarily
due to an increase in corporate expenses and the addition of an incentive bonus
program.
Net income decreased to $1.0 million in the quarter ended March 31, 1996, a
67.8% decrease from $3.1 million in 1995, primarily due to a provision for
income tax of $4.4 million, including a one-time charge of $2.5 million in 1996
for temporary differences as a result of a change in tax status from
partnerships to a corporation on January 1, 1996. (See Note 3 of Notes to
Condensed Consolidated Financial Statements.) Additionally, net interest
expense increased $2.3 million to $2.6 million in the quarter ended March 31,
1996, compared to $309,000 in 1995, due to interest on $175.0 million principal
amount of first mortgage notes issued in January 1996 (the "First Mortgage
Notes").
7
<PAGE>
COAST HOTELS AND CASINOS, INC.
Net income for the Company's operating subsidiary, Coast Hotels, was $1.3
million for the first quarter of 1996, compared to $3.1 million in 1995. The
decrease was primarily due to the provision for income tax, including the $2.5
million one-time charge described above, and $2.6 million in net interest
attributable to the First Mortgage Notes.
Gold Coast. Net revenues at the Gold Coast were $35.7 million for the
quarter ended March 31, 1996, an increase of $3.8 million (12.0%) over 1995
first quarter revenues of $31.9 million. Gaming revenues were $26.7 million for
the 1996 first quarter, an increase of $4.0 million (17.6%) compared to $22.7
million in the same period in 1995. The increase was primarily due to the
positive effects of an upgrade of slot equipment completed in December 1995.
Hotel revenues were $2.5 million, an increase of 5.9% over 1995 hotel revenues
of $2.4 million due to higher occupancy rates. Operating income was $8.6
million for the first quarter of 1996 compared to $3.7 million in 1995, an
increase of $4.9 million (134.7%). In addition to the increased revenues
discussed above, total operating expenses decreased $1.1 million (4.0%) to $27.1
million compared to $28.2 million in 1995. Food and beverage expenses accounted
for most of the reduction, decreasing $1.1 million (15.2%) to $6.0 million due
to lower cost of sales in the restaurants as a result of lower wholesale food
prices and fewer meals served.
Barbary Coast. Net revenues at the Barbary Coast were $11.7 million in the
quarter ended March 31, 1996, an increase of $1.4 million (13.6%) over 1995
first quarter revenues of $10.3 million. Gaming revenues increased 12.1% to
$9.3 million in the first quarter of 1996 compared to $8.3 million in the same
period in 1995, primarily due to increases in the sports book, as a result of a
higher win percentage, and in the race book, as a result of higher wagering
volume. Additionally, food and beverage revenues increased 9.0% to $2.6 million
in the first quarter of 1996 compared to $2.4 million in 1995 as a result of
higher menu prices. Hotel revenues increased to $1.0 million in 1996 compared
to $855,000 in the first quarter of 1995, a 17.8% increase due to higher room
rates. Operating income was $962,000 for the first quarter of 1996 compared to
a loss of $281,000 in 1995, primarily due to the increased revenues discussed
above. Operating expenses remained essentially unchanged in the first quarter
of 1996 compared to the same period in 1995. Decreases in other expenses and
depreciation and amortization expenses were offset by an increase of 4.5% in
casino expenses from $5.6 million in the first quarter of 1995 to $5.9 million
in 1996.
COAST WEST, INC.
Coast West, Inc., a subsidiary of the Company, has no operations but holds
a lease on approximately fifty acres of land held for possible future
development. The net loss for Coast West was $955,000 in the first quarter of
1996 (Coast West was not in existence in the first quarter of 1995). The net
loss was due entirely to rent expense (including $440,000 of deferred rent
expense).
LIQUIDITY AND CAPITAL RESOURCES
Coast Resorts, Inc. is a holding company without operations of its own.
The Company's principal sources of liquidity have consisted of cash provided by
the operating activities of Coast Hotels and, until termination of its revolving
credit facility in January 1996, bank financing. In connection with the
reorganization in which the Barbary Coast Hotel and Casino and the Gold Coast
Hotel and Casino were combined with the Company, the Company exchanged shares of
common stock, par value $.01 per share, of Coast Resorts for approximately $52.5
million principal amount of notes payable to certain shareholders of Coast
Resorts, resulting in a reduced debt service. See Note 1 to Notes to Condensed
Consolidated Financial Statements.
On January 30, 1996, Coast Hotels issued $175.0 million principal amount of
First Mortgage Notes to finance, in part, the development construction,
equipping and opening of The Orleans. The net proceeds from the issuance, after
deducting discounts and commissions, were approximately $164.1 million. Of that
amount, (i) approximately $114.8 million was deposited in a construction
disbursement account for use by Coast Hotels to finance in part The Orleans,
(ii) approximately $19.3 million was used by Coast Hotels to purchase U.S.
Government Obligations which were deposited into an interest escrow account to
fund the interest payable on the
8
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First Mortgage Notes through December 15, 1996 and (iii) approximately $29.2
million was used by Coast Hotels to repay all outstanding indebtedness under its
revolving credit facility, which was terminated upon repayment. The balance of
approximately $800,000 was used to pay, in part, the estimated offering expenses
of $2.4 million.
The Company's consolidated cash requirements include principally the costs
related to the development, construction, equipping and opening of The Orleans,
debt service on the First Mortgage Notes subsequent to December 15, 1996 of
approximately $22.8 million annually, ongoing capital expenditures at the Gold
Coast and the Barbary Coast estimated to be approximately $4.0 million in 1996,
advances to Coast West, Inc. for rent on land held for possible future
development estimated to be at least approximately $2.1 million annually, and
debt service unrelated to the First Mortgage Notes estimated to be approximately
$500,000 in 1996.
The Company expects to satisfy the costs of developing, constructing,
equipping and opening The Orleans with the proceeds from the issuance of the
First Mortgage Notes, approximately $30.0 million of anticipated equipment
financing and an anticipated $8.5 million of internally generated cash from
operations at the Gold Coast and Barbary Coast. The Company expects that excess
internally generated cash from Coast Hotel's two existing properties will be
sufficient to satisfy the Company's consolidated cash requirements unrelated to
The Orleans. Subsequent to the commencement of operations of The Orleans, the
Company expects that cash generated from the operations of Coast Hotels will be
sufficient to satisfy consolidated cash requirements, including debt service on
the First Mortgage Notes subsequent to December 15, 1996, although no assurance
can be given to that effect. The Company does not expect to make regular cash
dividends in the future.
9
<PAGE>
PART II. OTHER INFORMATION
Item 1: Legal Proceedings.
-----------------
None.
Item 2: Changes in Securities.
---------------------
None.
Item 3: Defaults Upon Senior Securities.
-------------------------------
None.
Item 4: Submission of Matters to a Vote of Security Holders.
---------------------------------------------------
None.
Item 5: Other Information.
-----------------
None.
Item 6: Exhibits and Reports on Form 8-K:
--------------------------------
(a) Exhibits.
27. Financial Data Schedule (previously filed).
(b) Reports on Form 8-K.
There were no reports filed on Form 8-K during the three months
ended March 31, 1996.
10
<PAGE>
SIGNATURES
----------
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Amendment No. 1 to Quarterly Report on Form 10-
Q/A to be signed on its behalf by the undersigned thereunto duly authorized.
Date: July 11, 1996 COAST RESORTS, INC., a Nevada corporation
By: /s/ Harlan Braaten
-------------------------------------
Harlan Braaten
President and Chief Operating Officer
LC961920.068/2+
11
