Summary of MYRIAD ENTERTAINMENT & RESORTS, INC.

MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS FORWARD-LOOKING STATEMENTS

You should read the following discussion and analysis in conjunction with the Consolidated Financial Statements in Form 10-K, Form 10-Q and Notes thereto, and the other financial data appearing elsewhere in this Quarterly Report on Form 10-Q.

The information set forth in Management's Discussion and Analysis or Plan of Operations ("MD&A") contains certain "forward-looking statements," including, among others (i) expected changes in the Company's revenues and profitability,
(ii) prospective business opportunities and (iii) the Company's strategy for financing its business. Forward-looking statements are statements other than historical information or statements of current condition. Some forward-looking statements may be identified by use of terms such as "believes", "anticipates", "intends" or "expects". These forward-looking statements relate to the plans, objectives and expectations of the Company for future operations. Although the Company believes that its expectations with respect to the forward-looking statements are based upon reasonable assumptions within the bounds of its knowledge of its business and operations, in light of the risks and uncertainties inherent in all future projections, the inclusion of forward-looking statements in this report should not be regarded as a representation by the Company or any other person that the objectives or plans of the Company will be achieved.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity or performance. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

GENERAL

We are a holding company incorporated under the laws of the State of Delaware that, through our subsidiaries, intends to own, operate and/or manage destination resort properties. Our primary operations are intended to be focused on destination experience resorts such as the anticipated Myriad-Tunica project to be located in Tunica, Mississippi. We may seek opportunities in other areas including country clubs, casinos, resort amenities and facilities, real estate operations and corporate services; however, we have no current plans to begin implementing these operations and do not have adequate financing available at this time. Further, we do not anticipate investing in other companies.

Our Company has completed its feasibility studies and appraisals with favorable results and we are now focused on raising $1.4 Billion to implement phase 1 of the Myriad Resort. Although no assurances can be given regarding the Company's ability to secure the phase 1 funding, if secured, the Company anticipates utilizing these funds for the following:

Building out site Infrastructure

Construction of the first of our six planned casinos;

Construction of the first 1,000 rooms casino and convention hotel of our planned 3,000 rooms;

Construction of the first phase of our Convention Center (400,000 sq. ft.);

Construction of the 18-hole championship Golf Course;

Construction of the Water Park/Snow Park;5

Construction of a 5,000 seat covered multi-purpose venue;

Construction of the Mississippi Eye (observatory);

Construction of our 25,000 square foot Health and Wellness Luxury Spa; and

Construction of our private label restaurant.

THE TUNICA DESTINATION

The Tunica area has recently added Interstate Highway 69, which cuts the drive time from the Memphis International Airport to Tunica down to 30 minutes. This fact, coupled with the upgrading of the Tunica regional

airport for charters and daily flights and by increasing the length of the runway, building a new airport terminal, and seeking funding for additional improvements will be very beneficial to us.

Tunica has nine casino properties, it is one of the top five gaming environments and has several of the nationally famous and successful Casino companies such as Harrah's, MGM, Boyd, and Penn National. These properties are upwards of 10 to 12 years old. Our expectations are that this will prompt these companies to invest additional funds into the Tunica properties making the overall Tunica destination even better.

STRATEGIC PLANS

We are in the process of implementing a Sports Branding plan that is expected to further increase the market appeal of our overall Resort both for overnight stays and day visits. The objective of maximizing the market appeal, blending conventions, social guests, sports enthusiasts and casino player appeals to cross selling opportunities and greater potential gross sales per occupied room. This strategy is part of our business plan.

We are seeking the help of several signature golf course architects and builders to implement our golf course. We anticipate working with an Attraction Mall Company to tie Retail, Attractions, Restaurants, Casinos, Conventions and Hotels into a smooth synergistic model using Paul Ma's design protocol.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

The process of preparing financial statements in conformity with accounting principles generally accepted in the United States of America requires us to use estimates and assumptions to determine certain of our assets, liabilities, revenues and expenses. We base these estimates and assumptions upon the best information available to us at the time the estimates or assumptions are made. Our estimates and assumptions could change materially as conditions both within and beyond our control change. Accordingly, our actual results could differ materially from our estimates. A full description of all of our significant accounting policies is included in Note 1 to our Consolidated Financial Statements.

GOING CONCERN

The unaudited consolidated financial statements included in this filing have been prepared in conformity with accounting principles generally accepted in the United States of America that contemplate the continuance of the Company as a going concern. The Company's cash position is inadequate to pay all of the costs associated with the implementation of our business plan. Management intends to use borrowings and security sales to mitigate the effects of its cash position, however no assurance can be given that debt or equity financing, if and when required will be available. The unaudited consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded assets and classification of liabilities that might be necessary should the Company be unable to continue existence.

Recently Issued Accounting Pronouncements

In December 2007, the FASB issued Statement No. 141(R), "Business Combinations" ("Statement 141R"), which replaces Statement No. 141, "Business Combinations" ("Statement 141"). Statement 141R retains the fundamental requirements in Statement 141 that the acquisition method of accounting (formerly referred to as purchase method) be used for all business combinations and that an acquirer be identified for each business combination. Statement 141R defines the acquirer as the entity that obtains control of one or more businesses in the business combination and establishes the acquisition date as of the date that the acquirer achieves control. Statement 141R requires an acquirer to recognize the assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree at the acquisition date, measured at their fair values. Statement 141R requires the acquirer to account for acquisition related costs and restructuring costs separately from the business combination as period expense. Statement 141R is effective for business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after December 15, 2008. The adoption of Statement 141R did not have a material impact on the financial position or results of operations of the Company.

In December 2007, the FASB issued Statement No. 160, "Noncontrolling Interest in Consolidated Financial Statements - an Amendment to ARB No 51" ("Statement 160"). Statement 160 establishes new accounting and reporting standards that require the ownership interests in the subsidiaries held by parties other than the parent be clearly identified, labeled and presented in the consolidated statement of financial position within equity, but separate from the parent's equity. Statement 160 requires the amount of consolidated net income attributable to the

parent and to the noncontrolling interest be clearly identified and presented on the face of the consolidated statement of income. In addition, when a subsidiary is deconsolidated, any retained noncontrolling equity investment in the former subsidiary shall be initially measured at fair value, with the gain or loss on the deconsolidation of the subsidiary measured using the fair value of any noncontrolling equity investment rather than the carrying amount of that retained investment. Statement 160 clarifies that changes in a parent's ownership in a subsidiary that do not result in deconsolidation are equity transactions if the parent retains its controlling financial interest. Statement 160 includes expanded disclosure requirements regarding the interests of the parent and it noncontrolling interest. Statement 160 is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2008. Early adoption is prohibited. The adoption of Statement 160 did not have a material impact on the financial position or results of operations of the Company.

In May 2008, the FASB issued SFAS 162, "The Hierarchy of Generally Accepted Accounting Principles". SFAS 162 identifies the sources of accounting principles and the framework for selecting the principles used in the preparation of financial statements of nongovernmental entities that are presented in conformity with generally accepted accounting principles in the United States. SFAS 162 was approved in November 2008. The Company does not expect the implementation of SFAS 162 to have a material impact on its consolidated financial statements.

In April 2009, the FASB issued three FASB Staff Positions ("FSP"):

FAS 115-2 and FAS 124-2, "Recognition and Presentation of Other-Than-Temporary Impairments" - amends the other-than-temporary impairment guidance under U.S. GAAP for debt securities to make the guidance more operational and improve the presentation and disclosure in the financial statement. The FSP specifies that if a company does not have the intent to sell a debt security prior to recovery and it is more likely than not that it will not have to sell the debt security prior to recovery, the security would not be considered other-than-temporary impaired unless there is a credit loss. The credit loss component of an other-than-temporary impaired debt security must be determined based on the company's best estimate of cash flows expected to be collected.

FAS 157-4, "Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions That are Not Orderly" - provides additional guidance for estimating fair value in accordance with SFAS No. 157, "Fair Value Measurements," when the volume and level of activity for the asset and liability have significantly decreased and for identifying circumstances that indicate a transaction is not orderly. SFAS 157 does not prescribe a methodology for making significant adjustments to transactions or quoted prices when estimating fair value in these situations but this FSP states that a change in valuation technique or the use of multiple valuation techniques may be appropriate.

FAS 107-1 and APB 28-1, "Interim Disclosure about Fair Value of Financial Instruments" - requires companies to provide the same fair value of financial instruments disclosures presently required on an annual basis on a quarterly interim basis.

These three FSP's will be effective for the interim and annual periods ending after June 15, 2009 and are not expected to have a significant impact on the Company's financial position, results of operations or cash flows other than additional disclosures.

OFF-BALANCE SHEET ARRANGEMENTS

We are not aware of any off-balance sheet arrangements that have or are reasonable likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

RESULTS OF OPERATIONS

STATEMENT OF OPERATIONS FOR THE NINE MONTH, THREE MONTH PERIODS ENDED MARCH 31, 2009 AND MARCH 31, 2008

The Company generated no revenues during the quarters ended March 31, 2009 and March 31, 2008. During the first three months of 2009, we focused our attention on implementing our future plan of operations as described in this quarterly report.

The Company's operating expenses for the three months ended March 31, 2009 was $329,663 compared to $536,918 during the comparable period for 2008. This decrease in operating expenses was primarily attributable to decreased professional fees and stock issued for services to consultants. In addition, the Company had salary expense of $216,031 in 2009 and $313,814 in 2008. The Company also incurred interest expense of $52,683 in 2009, compared to interest expense of $41,052 in 2008. The Company had a net loss of $382,346 or $0.01 per share for the three months ended March 31, 2009, as compared to a net loss of $577,970 or $0.01 per share for the quarter period ended March 31, 2008.

The Company's revenues during 2009, if any, and beyond are dependent upon its ability to implement its business plan and to secure the requisite financings in connection therewith. Except as otherwise set forth in this discussion, we are not aware of any trend that will adversely affect our Company's prospects in 2009.

Liquidity and Capital Resources

March 31, 2009

Our primary goal as it relates to liquidity and capital resources is to attain and retain the right level of debt and cash to implement our business plan. We will require additional capital financing to implement our business plan, but there can be no assurance that the requisite financings can be secured and on terms reasonably satisfactory to management. We anticipate that new credit facilities, coupled with cash to be raised from private placements or other financings, assuming they will be successful, will be sufficient to satisfy our operating expenses and capital until such time as revenues are sufficient to meet operating requirements.

The Company's working capital was $(10,524,060) as of March 31, 2009 compared to $(8,028,667) as of March 31, 2008. This deficit was attributable to an increase in accrued liabilities and accrued legal fees, including interest. At March 31, 2009, the Company had cash of $2,220.

The Company has historically derived its cash from the sale of shares. In December 2002, we obtained a $40,000 unsecured line of credit originally from Textron Financial Corporation, payable on demand, to be used as needed for operating purposes. As of March 31, 2009, the Company had $17,105 outstanding on this credit facility, bearing interest at a rate of 13.99 percent.

Net cash use by operating activities was $90 for the three months ended March 31, 2009, as compared to net cash used of $16,655 for the comparable period during 2008.

We will require significant additional capital to implement the Tunica-Myriad business plan and to finance the implementation of our plan of operations as described in this report. We expect to fund our contemplated operations through a series of equity and debt financings raised from private placements and/or public offerings. We assume that such financing activities, if successful, will be sufficient to satisfy our operating expenses and capital requirements until such time as revenues are sufficient to meet operating requirements. Our working capital and the estimated range of funding needed for the implementation of the Myriad-Tunica business plan and to service our debt obligations for the next twelve months is $150,000,000.

LEGAL FEES, INCLUDING ACCRUED INTEREST

We had approximately $1,105,817 due at March 31, 2009 for legal fees, including related interest. The amount owed accrues interest at 10 percent per year, or approximately $326,673 through March 31, 2009.

INCOME TAXES

At March 31, 2009, the Company has net operating loss carryforwards estimated to be approximately $13,411,000 for income tax purposes, which are set to expire from 2019 to 2024. Upon completion of the Company's income tax returns for the year ended December 31, 2006 there may be adjustments to this estimate of the carryforwards. Under limitations imposed by the Internal Revenue Code
Section 382, certain potential changes in ownership of the Company may restrict future utilization of net operating loss carryforwards. Management is evaluating whether the change in ownership, which would trigger the Section 382 limitations, has occurred. However, a valuation allowance has been established for the entire net deferred tax asset balance until such time as it is more-likely-than-not that the deferred tax assets will be realized.

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