U.S. Securities and Exchange Commission
Washington, D.C. 20549
Form 10-QSB
(Mark One)
X Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the quarterly period ended September 30, 1999
____ Transition report pursuant to 13 or 15(d) of the Securities Exchange Act of
1934 for the transition period from _____________ to _____________ .
Commission File No. 1-4385
DUNES HOTELS AND CASINOS INC.
(Exact name of business issuer as specified in its charter)
NEW YORK 11-1687244
(State or other jurisdiction or I.R.S. Employer Identification No.
incorporation or organization)
4600 Northgate Boulevard, Suite 130, Sacramento, California 95834
(Address of principal executive offices)
(916) 929-2295
(Issuer's telephone number)
NOT APPLICABLE
(Former name, former address and former fiscal year, if changed since
last report)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the exchange Act during the past 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 or the past 90 days. Yes X No
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 6,375,096 shares of common stock,
$.50 par value as of October 29, 1999.
Transitional Small Business Disclosure Format (check one): Yes No X
<PAGE>2
DUNES HOTELS AND CASINOS INC.
QUARTERLY REPORT ON FORM 10-QSB
FOR THE PERIOD ENDED SEPTEMBER 30, 1999
INDEX
Page
Part 1. Financial Information
Item 1. Financial Statements
Consolidated Condensed Balance Sheets 3
September 30, 1999 and December 31, 1998
Consolidated Condensed Statements of Operations 5
for the three months ended September 30, 1999
and 1998
Consolidated Condensed Statements of Operations 6
for the nine months ended September 30, 1999
and 1998
Consolidated Condensed Statements of Cash Flows 7
for the nine months ended September 30, 1999
and 1998
Notes to Consolidated Condensed Financial 8
Statement
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 11
Part II. Other Information
Item 1. Legal Proceedings 16
Item 2. Changes in Securities 16
Item 3. Defaults Upon Senior Securities 16
Item 4. Submission of Matters to a Vote of Security Holders 16
Item 5. Other Information 16
Item 6. Exhibits and Reports on Form 8-K 16
Signatures 17
<PAGE>3
DUNES HOTELS AND CASINOS INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEET
SEPTEMBER 30, 1999 AND DECEMBER 31, 1998
(Dollars in thousands)
ASSETS
<TABLE>
<CAPTION>
September December
30, 1999 31, 1998
------------ ----------
(Unaudited)
<S> <C> <C>
Cash and cash equivalents $ 3,875 $ 3,120
Marketable securities 785 828
Receivables
Trade 22 9
Related party, less allowance of $1,899 in 1999 and 1998 37 37
Real estate sales 426 369
Inventory of real estate held for sale 3,542 3,950
Prepaid expenses 147 115
Property and equipment, less accumulated depreciation
and amortization, 1999, $697; 1998, $598 3,147 3,228
Real estate investment 544
Other assets 3 3
------------ ----------
$ 11,984 $ 12,203
============ ==========
</TABLE>
(continued)
<PAGE>4
DUNES HOTELS AND CASINOS INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEET (CONTINUED)
SEPTEMBER 30, 1999 AND DECEMBER 31, 1998
(Dollars in thousands)
LIABILITIES AND SHAREHOLDERS' EQUITY
<TABLE>
<CAPTION>
September December
30, 1999 31, 1998
------------ ----------
(Unaudited)
<S> <C> <C>
Accounts payable $ 39 $ 25
Accrued expenses 206 185
Due to former minority interest 320 320
Income taxes 307 307
Short-term debt 49
Long-term debt and capital lease obligation 1,525 1,875
Accrued preferred stock dividends in arrears 1,299 1,245
------------ ----------
3,696 4,006
------------ ----------
Shareholders' equity
Preferred stock - authorized 10,750,000 shares ($.50 par);
issued 10,512 shares Series B $7.50 cumulative preferred
stock, outstanding 9,610 shares in 1999 and 1998, aggregate
liquidation value $2,446 including dividends in arrears 5 5
Common stock - authorized 25,000,000 shares ($.50 par);
issued 7,799,780 shares, outstanding 6,375,096 shares
in 1999 and 1998 3,900 3,900
Capital in excess of par 25,881 25,881
Deficit (19,498) (19,589)
------------ ----------
10,288 10,197
Treasury stock at cost; Preferred - Series B, 902 shares
Common 1,424,684 shares in 1999 and 1998 (2,000) (2,000)
------------ ----------
Total shareholders' equity 8,288 8,197
------------ ----------
$ 11,984 $ 12,203
============ ==========
</TABLE>
The accompanying notes are an integral part of these condensed financial
statements.
<PAGE>5
DUNES HOTELS AND CASINOS INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
THREE MONTHS ENDED SEPTEMBER 30, 1999 AND 1998
(Dollars in thousands, except per share)
UNAUDITED
<TABLE>
<CAPTION>
1999 1998
---------- ----------
<S> <C> <C>
Revenues
Sales of real estate $ 1,208 $ 128
Rental income, agricultural properties 10 11
Drying and storage revenues 54 58
---------- ----------
1,272 197
---------- ----------
Cost and expenses
Cost of real estate sold 293 122
Cost and expenses of rental income 1 1
Cost of drying and storage revenues 75 71
Selling, administrative and general
Corporate 162 158
Real estate operations 75 67
Loss on real estate investments 100
Depreciation 33 33
---------- ----------
639 552
---------- ----------
Gain/(loss) before other credits (charges) and income taxes 633 (355)
Other credits (charges)
Interest and dividend income 63 65
Interest expense (42) (55)
Loss on marketable securities, net (28) (11)
Other 4 (23)
---------- ----------
(7) (24)
---------- ----------
Gain/(loss) before income taxes 626 (379)
Income taxes (9)
---------- ----------
Net gain/(loss) $ 626 $ (388)
========== ==========
Weighted average number of shares outstanding 6,375,096 6,375,096
Gain/(loss) per common share $ 0.10 $ (0.06)
========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements
<PAGE>6
DUNES HOTELS AND CASINOS INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
NINE MONTHS ENDED SEPTEMBER 30, 1999 AND 1998
(Dollars in thousands, except per share)
UNAUDITED
<TABLE>
<CAPTION>
1999 1998
---------- ----------
<S> <C> <C>
Revenues
Sales of real estate $ 1,986 $ 383
Rental income, agricultural properties 36 41
Drying and storage revenues 147 114
---------- ----------
2,169 538
---------- ----------
Cost and expenses
Cost of real estate sold 1,010 380
Cost and expenses of rental income 3 3
Cost of drying and storage revenues 225 290
Selling, administrative and general
Corporate 506 589
Real estate operations 183 167
Loss on real estate investment 100
Depreciation 99 96
---------- ----------
2,026 1,625
---------- ----------
Gain/(loss) before other credits (charges) and income taxes 143 (1,087)
Other credits (charges)
Interest and dividend income 176 186
Interest expense (131) (145)
Loss on marketable securities, net (43) (19)
Other 11 (164)
---------- ----------
13 (142)
---------- ----------
Gain/(loss) before income taxes 156 (1,229)
Income taxes (12) (11)
---------- ----------
Net gain/(loss) $ 144 $ (1,240)
========== ==========
Weighted average number of shares outstanding 6,375,096 6,375,096
Gain/(loss) per common share $ 0.02 $ (0.20)
========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements
<PAGE>7
DUNES HOTELS AND CASINOS INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED SEPTEMBER 30, 1999 AND 1998
(Dollars in thousands)
UNAUDITED
<TABLE>
<CAPTION>
1999 1998
---------- ----------
<S> <C> <C>
Cash flows from operating activities:
Net cash provided by (used in) operating activities $ 643 $ (832)
---------- ----------
Cash flows from investing activities:
Decrease (increase) in investments 587 (52)
Increase in notes receivable (101) (76)
Purchase of equipment (18) (131)
---------- ----------
468 (259)
---------- ----------
Cash flows from financing activities
Decrease in long-term debt (350) (263)
(Decrease) increase in short-term debt (49) 20
---------- ----------
(399) (243)
---------- ----------
Increase (decrease) in cash and cash equivalents 712 (1,334)
Cash and cash equivalents, beginning of period 3,948 4,299
---------- ----------
Cash and cash equivalents, end of period $ 4,660 $ 2,965
========== ==========
</TABLE>
The accompanying notes are an integral part of these condensed financial
statements.
<PAGE>8
DUNES HOTES AND CASINOS INC.
QUARTERLY REPORT ON FORM 10-QSB
FOR THE PERIOD ENDED SEPTEMBER 30, 1999
1. Basis of presentation:
The financial information included herein is unaudited; however, such
information reflects all adjustments (consisting solely of normal recurring
adjustments) which are, in the opinion of management, necessary for a fair
statement of results of operations for the interim periods.
The results of operations for the nine months ended September 30, 1999, are
not necessarily indicative of the results to be expected for the full year.
A more detailed discussion of the Company's financial position is described
in the Company's Form 10-KSB for the year ended December 31, 1998.
2. Consolidation:
The accompanying consolidated condensed financial statements include the
accounts of the Company and its wholly-owned subsidiaries Continental
California Corporation (Continental), M&R Corporation (MRC), and MRC's
subsidiary M&R Investment Company, Inc. (MRI) and MRI's subsidiaries SHF
Acquisition Corporation (SHF) and Southlake Acquisition Corporation
(Southlake), after elimination of all material inter-company balances and
transactions.
3. Control of registrant:
John B. Anderson (Anderson), the Company's allegely controlling stockholder
and former Chairman of the Board of Directors of the Company, and entities
owned or controlled by him (Anderson Entities) own approximately 67.2 % of
the Company's common stock. See Note 11(b) in the Company's Form 10-KSB for
the year ended December 31, 1998 regarding litigation between Anderson and
the Federal Deposit Insurance Corporation (the FDIC). Each entity related
or controlled by Anderson will hereinafter be identified as an Anderson
Entity. As discussed, Anderson's ownership in the Anderson Entities is
currently subject to litigation.
In May 1999, the FDIC solicited bids for the sale of a portion of its loan,
together with the underlying security, and a part of the judgment against
Anderson. Included in the package was 3,000,000 shares of the Company's
common stock (the Shares). The successful bidder was General Financial
Services, Inc.
On June 3, 1999, General Financial Services, Inc., and GFS Acquisition,
Inc. (collectively GFS) filed a Schedule 13D with the Securities and
Exchange Commission which stated that GFS intends to exercise its rights
under the judgment and security documents. Subsequently, GFS attempted to
transfer the Shares to itself but Mr. Anderson objected, claiming that
there was no change in ownership of the Shares.
<PAGE>9
DUNES HOTES AND CASINOS INC.
QUARTERLY REPORT ON FORM 10-QSB
FOR THE PERIOD ENDED SEPTEMBER 30, 1999
3. Control of registrant (continued):
On July 6, 1999, the Company filed a Complaint In Interpleader in the
Superior Court of California, County of Yolo and deposited the Shares with
the Court. The State Action was filed against GFS, Anderson and the FDIC to
resolve conflicting claims concerning who has the power to transfer and
otherwise dispose of the Shares and by whom voting and other rights
connected with the Shares may be exercised. On July 26, 1999 the State
Action was removed to the United States District Court for the Eastern
District of California and on September 20, 1999 was transferred to the
United States District Court for the District of Nevada (The Nevada Federal
Action) where it is now pending.
The Company is unable to predict the outcome of the Nevada Federal Action
and has no ownership interest in the shares. However, the Nevada Federal
Action may result in a change of control of the Company. A more detailed
discussion is described in the Company's Form 8-K filed on July 21, 1999.
On July 9, 1999, GFS filed a complaint against the Company in the United
States District Court Northern District of New York (the New York Federal
Action) seeking, among other things, a permanent injunction requiring the
Company to give possession of the Shares to GFS. The Federal Court issued a
temporary restraining order which restrained the Company from disposing of
the Shares or transferring or disposing any of its assets outside of the
ordinary course of business. The Company opposed the action and relief
sought. On October 12, 1999 the Federal Court dismissed the action and
dissolved the temporary restraining order.
4. Contingencies:
(a) As of September 30, 1999, there were no material legal proceedings
pending against the Company. Subsequent to September 30, 1999, see
Note 3 above regarding legal proceedings that may have a material
adverse effect on the Company.
(b) SHF was advised in 1991 of possible contamination at Sam Hamburg Farm
of approximately 5,000 cubic yards of contaminated earth. The Company,
through its chemical and toxic clean-up consultant, has been working
with the California State Environmental Protection Agency in seeking
alternate means to the disposal in toxic dump sites of the chemical
and toxic-laden soil.
<PAGE>10
DUNES HOTES AND CASINOS INC.
QUARTERLY REPORT ON FORM 10-QSB
FOR THE PERIOD ENDED SEPTEMBER 30, 1999
Because of the ongoing testing, the State has not imposed a disposal
date upon the Company. Cost of disposal is estimated at $100 per cubic
yard or approximately $500,000. However, if on-site remediation can be
achieved, it is estimated that the cost will be between $90,000 and
$115,000. The Company is unable to predict when the ongoing testing
will be complete or what the outcome of these tests will be.
Accordingly, the estimates could materially change as the testing and
remediation work continues.
(c) The Company had received a notice from the State of California
Franchise Tax Board (FTB) wherein the FTB stated that one of the
Company's subsidiaries owed California franchise tax of approximately
$316,000, plus approximately $350,000 in penalties and interest
resulting from the foreclosure sale of certain real property owned by
the subsidiary. The Company appealed this matter to the California
State Board of Equalization (SBE) which ruled in favor of the Company
on one point and ruled in favor of FTB on another. Both sides appealed
and the SBE agreed to rehear the case in July 1999. In September 1999
the SBE ruled in favor of the Company on all points and in October
1999 the SBE withdrew it's assessment.
(d) The Company has been notified that the FTB is examining its 1995 tax
return. The FTB is questioning the Company's reporting of
approximately $7,700,000 of income as being exempt from the 9.3%
California tax. The Company disagrees with the FTB and plans to oppose
any assessment of additional taxes or interest.
5. Income/(loss) per common share:
Income/(loss) common share has been computed by dividing the net
income/(loss), plus the accrued dividends applicable to the Series B
Preferred stock ($54,000), for the nine months ended September 30, 1999 and
1998 by the number of shares outstanding (6,375,096) as of September 30,
1999 and 1998. Dividends on non-convertible preferred stock, Series B, are
deducted from income or added to the loss applicable to common shares.
Dividends on the Company's Series B Preferred stock have not been paid
since the first quarter of 1982. The Company is in arrears on such
dividends in the amount of approximately $1,299,000 as of September 30,
1999. The Company has no present intention to pay dividends on either its
common or preferred shares.
<PAGE>11
DUNES HOTELS AND CASINOS INC.
QUARTERLY REPORT ON FORM 10-QSB
FOR THE PERIOD ENDED SEPTEMBER 30, 1999
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
Certain information included herein contains statements that are
forward-looking, such as anticipated liquidity requirements for the coming
fiscal year, anticipated sources of liquidity for the coming fiscal year, and
potential changes in control of the Company. Such forward-looking information
involves important risks and uncertainties that could significantly affect the
Company's financial condition and future results of operations, and,
accordingly, such future financial condition and results of operation may differ
from those expressed in any forward-looking statements made herein. These risks
and uncertainties include, but are not limited to, those risks relating to
actual costs necessary to clean-up certain real property chemical contamination,
real estate market conditions and general economic conditions, the abilities of
certain third parties to obtain financing and otherwise perform under real
estate purchase agreements, and the outcome of certain litigation and other
risks. The Company cautions readers not to place undue reliance on any such
forward-looking statements, and, such statements speak only as of the date made.
YEAR 2000 ISSUE
The Company has addressed the possible exposures related to the impact of Year
2000 issues. The internal computer systems for key financial information
processing and operational equipment relating to the computer-controlled
conveyors at the grain drying facility have been assessed. It has been
determined that accounting software is Year 2000-certified. Computer systems at
the grain drying facility, which was built in 1997, are also compliant. The
dryer as well as conveyor equipment can also be operated manually.
In the two main segments that the Company operates, real estate and agriculture,
neither segment is dependent on computer applications. The agricultural segment
relating to the grain drying facility will have the current year's grain dried
and stored prior to the Year 2000, thereby avoiding any processing equipment
problems should one occur. During the coming year of 2000, grain shipments out
of the warehouse will be by individual trailer units alleviating any potential
shipment stoppages. The Company feels that these operations will not be affected
by Year 2000 issues.
<PAGE>12
DUNES HOTES AND CASINOS INC.
QUARTERLY REPORT ON FORM 10-QSB
FOR THE PERIOD ENDED SEPTEMBER 30, 1999
OVERVIEW
REAL ESTATE
FAIRWAYS
In December 1996 the Company sold 6 lots to Murieta Investors, LLC (MI) for the
greater of $40,000 per lot or 20% of the gross sales price of the residential
dwelling (Success Payment). To date MI has constructed 4 dwelling units and has
not started any construction on the remaining 2 lots. One dwelling was sold
during the first quarter of 1999 and the Company received a Success Payment in
the amount of $43,600. Two sales occurred during the third quarter of 1999 and
the Company received success payments of $94,200.
The Company plans to initiate a sales program with independent builders to
complete The Fairways. The program will be similar to the MI program and it is
expected that several builders will participate.
In addition, beginning in May of 1999, advertising expenditures were increased.
An advertising campaign featuring TV and newspaper advertising was begun with an
initial expenditure of approximately $20,000. It is anticipated that this will
generate additional sales.
AGRICULTURAL
The Company operates a grain drying and storage facility. The drying facility is
financed by a 5-year lease, which commenced in March 1998. At the end of the
lease the Company will obtain title to the drying facility. The Company leases
half of its storage facility to one customer under a contract for grain storage,
which expires in May 2002. If the Company were to lose this customer it would
have a material adverse effect on the Company's agricultural segment.
The Company did not dry or store rice during the last two crop years which
normally commences in September. Without the drying, there will be no rice
storage revenue, which in 1997 was approximately $520,000. The Company has
reorganized the management of its drying and storage facility and is seeking new
customers to store other grain(s) at this time.
OTHER
The California State Board of Equalization appeal hearing to determine the
amount of Franchise Tax, if any, that may be due as a result of the sale of
certain real property in San Diego, California was held in July 1999. The
Company was notified in October 1999 that the Franchise Tax Board has withdrawn
the assessment.
<PAGE>13
DUNES HOTES AND CASINOS INC.
QUARTERLY REPORT ON FORM 10-QSB
FOR THE PERIOD ENDED SEPTEMBER 30, 1999
The Company has been notified that the FTB is examining its 1995 tax return. The
FTB is questioning the Company's reporting of approximately $7,700,000 of income
as being exempt from the 9.3% California tax. The Company disagrees with the FTB
and plans to oppose any assessment of additional taxes or interest.
The Company has no present intentions to pay dividends on either its common or
preferred stock.
OPERATING RESULTS
Three months ended September 30, 1999 vs. the three months ended September 30,
1998.
Real Estate
The increase in revenues from the sale of real estate for the three months ended
September 30, 1999 when compared to the three months ended September 30, 1998
resulted from three lots being sold in 1999 while two lots were sold in 1998.
Also contributing to the increase in revenues were the "Success Payments" from
Murieta Investors, LLC. Sales at The Fairways continue to be slow. Real estate
revenue also increased due to the sale of 2.16 acres of industrial property in
Las Vegas, Nevada in the amount of $836,000.
Net rental income from agricultural properties for the three months ended
September 30, 1999 parallel the revenue for the same period in 1998. The
1999-year is the second year of a two-year lease for property located at Sam
Hamburg Farm.
Agricultural
Revenue from the grain drying and storage facility for the three months ended
September 30, 1999 decreased from the three months ended September 30, 1998.
During the three months ended September 1999 the Company received wheat for
storage only and did not dry any grain resulting in a decrease in revenue.
General
When compared with the three months ended September 30, 1998 administrative and
general expenses increased by approximately $5,000. Increases in legal fees
($23,000), directors consulting fees and expenses ($7,800) were offset by
decreases in officers/office salaries ($21,000), office expense ($1,000) and
officer/directors liability insurance premiums ($4,000).
Selling expenses associated with real estate operations increased by $8,000 for
the three months ended September 30, 1999 compared with the three months ended
September 30, 1998.
<PAGE>14
DUNES HOTES AND CASINOS INC.
QUARTERLY REPORT ON FORM 10-QSB
FOR THE PERIOD ENDED SEPTEMBER 30, 1999
Advertising expenditures increased ($30,000) and other expenses increases of
($2,000) were offset by decreases in association dues, taxes and utilitys costs
due to fewer lots held for resale in 1999 than in 1998.
Advertising costs increased as result of increased newspaper and TV advertising.
Other expense was attributable to geotechnical consulting services on various
lots within the Fairways development.
Nine months ended September 30, 1999 vs. nine months ended September 30, 1998
Real Estate
Revenues from the sale of real estate for the nine months ended September 30,
1999 increased $1,603,000 compared to the nine months ended September 30, 1998.
The sale of the Solano Option in March 1999 ($533,333) and the "Success
Payments," from Murieta Investors, LLC ($140,000), the sale of 2.16 acres of
industrial property in Las Vegas ($836,000) and lot sales at The Fairways
account for the increase.
Agriculture
Storage revenue at the grain drying and storage facility increased by $33,000 in
the nine months ended September 30, 1999 compared with the nine months ended
September 30, 1998. The 1999 increase is a result from the bulk of the 1998 crop
shipped out during this period.
General
Compared with the nine months ended September 30, 1998 corporate operating
expenses decreased by $83,000 in the nine months ended September 30, 1999. The
decrease is made up of salaries officer/office and related benefits ($118,000),
officers/directors liability insurance ($15,000), and office expense ($8,000).
This decrease was offset by an increase in legal fees ($41,000), and an increase
in directors consulting fees and expenses ($25,000).
The cost of real estate operations increased in the nine months ended September
30, 1999 compared with the nine months ended September 30, 1998. The most
significant increase was advertising ($45,000). A reduction in the number of
lots held for resale decreased the cost of association dues, utilities, and
related expenditures ($29,000).
<PAGE>15
DUNES HOTES AND CASINOS INC.
QUARTERLY REPORT ON FORM 10-QSB
FOR THE PERIOD ENDED SEPTEMBER 30, 1999
LIQUIDITY AND CAPITAL RESOURCES
During the nine months ended September 30, 1999, cash, cash equivalents and
marketable securities increased by $712,000 from $3,948,000 at December 31,
1998, to $4,660,000 at September 30, 1999. The most significant sources of cash
during the nine months ended September 30, 1999, were from operations
($643,000); payments on long-term and short-term debt ($399,000) and a decrease
in investments of $587,000.
The Company believes that its primary requirements for liquidity in the coming
fiscal year will be to fund ongoing expenses at The Fairways, which include,
among other things, association dues, water and sewer fees and property taxes;
to fund the required payments on the note to Beal Bank; to fund the required
payments due on the grain dryer financing; to fund costs that may be incurred
relating to the toxic clean-up at Sam Hamburg Farm; to fund any tax payment that
might be due to the California Franchise Tax Board; and to fund general and
administrative expenses. In addition, the Company may be required to fund
certain costs relating to a possible stockholder meeting.
The Company believes that sources of required liquidity will be cash generated
from anticipated lot sales at The Fairways, collection of notes receivable, and
the cash available at September 30, 1999. Based on known commitments, the
Company believes that the sources of cash described and the cash available at
September 30, 1999 will be adequate to fund known liquidity requirements.
<PAGE>16
DUNES HOTES AND CASINOS INC.
QUARTERLY REPORT ON FORM 10-QSB
FOR THE PERIOD ENDED SEPTEMBER 30, 1999
PART II - OTHER INFORMATION
ITEM 1. Legal Proceedings
None, except for the discussion contained in footnote 3 in Notes to
Consolidated Condensed Financial Statements.
ITEM 2. Changes in Securities
Not applicable
ITEM 3. Default Upon Senior Securities
Dividends in arrears. See Note 5 of Notes to Consolidated Condensed
Financial Statements for the quarter ended September 30, 1999.
ITEM 4. Submission of Matters to a Vote of Security Holders
Not applicable
ITEM 5. Other Information
None
ITEM 6. Exhibits and Reports on Form 8-K
(a) Exhibits
27.01 Financial Data Schedule
(b) Reports on Form 8-K
None
<PAGE>17
SIGNATURES
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE ACT OF 1934, THE
REGISTRANT HAS DULY CAUSE THIS REPORT TO BE SIGNED ON ITS BEHALF BY THE
UNDERSIGNED THEREUNTO DULY AUTHORIZED.
DUNES HOTELS AND CASINOS INC.
Registrant
Date:November 10, 1999 By: /s/ Edward Pasquale
Edward Pasquale, President
By: /s/ Marvin P. Johnson
Marvin P. Johnson
Principal Financial and Accounting
Officer
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information (in thousands except for
eanings per share calculation extracted from the consolidated condensed balance
sheet and the consolidated condensed statement of operations on pages 3 through
5 of the Company's quarterly report on Form 10-QSB for the quarter ended
September 30, 1999, and is qualified in it's entirety by reference to such
financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> SEP-30-1999
<CASH> 3,875
<SECURITIES> 785
<RECEIVABLES> 2,384
<ALLOWANCES> 1,899
<INVENTORY> 0
<CURRENT-ASSETS> 5,292
<PP&E> 3,844
<DEPRECIATION> 697
<TOTAL-ASSETS> 11,984
<CURRENT-LIABILITIES> 552
<BONDS> 0
0
5
<COMMON> 3,900
<OTHER-SE> 4,383
<TOTAL-LIABILITY-AND-EQUITY> 11,984
<SALES> 1,986
<TOTAL-REVENUES> 2,169
<CGS> 1,238
<TOTAL-COSTS> 1,238
<OTHER-EXPENSES> 788
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (131)
<INCOME-PRETAX> 156
<INCOME-TAX> (12)
<INCOME-CONTINUING> 144
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 144
<EPS-BASIC> .02
<EPS-DILUTED> .02
</TABLE>
