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

                 -----------------------------------------------

                                  SCHEDULE 13D
                                (Amendment No. 1)

                    Under the Securities Exchange Act of 1934

                           WHG RESORTS & CASINOS INC.
                                (Name of Issuer)

                                  Common Stock
                         (Title of Class of Securities)

                                   929-24B-105
                                 (CUSIP Number)

                               Sumner M. Redstone
                            National Amusements, Inc.
                                 200 Elm Street
                           Dedham, Massachusetts 02026
                            Telephone: (617) 461-1600

                     (Name, Address and Telephone Number of
            Person Authorized to Receive Notices and Communications)

                               September 30, 1997
             (Date of Event which Requires Filing of this Statement)

            ---------------------------------------------------------

If the filing person has previously  filed a statement on Schedule 13G to report
the  acquisition  which is the subject of this  Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box / /.

Check the following box if a fee is being paid with this statement / /.





CUSIP No.         929-24B-105

(1)       Name of Reporting Person
           S.S. or I.R.S. Identification No. of Above Person
                                    SUMNER M. REDSTONE
          ----------------------------------------------------------------------
                                    I.R.S. Identification No.
          ----------------------------------------------------------------------

(2)       Check the Appropriate Box if a Member of Group (See Instructions)

|_|       (a)-------------------------------------------------------------------
|_|       (b)-------------------------------------------------------------------

(3)       SEC Use Only
          ----------------------------------------------------------------------
          ----------------------------------------------------------------------

(4)       Sources of Funds (See Instructions)          N/A
                                             -----------------------------------

(5)       Check if Disclosure of Legal Proceedings is Required
           Pursuant to Items 2(d) or 2(e).
                                           -------------------------------------

(6)      Citizenship or Place of Organization          United States
                                               ---------------------------------



- - -----------------
Number of               (7)   Sole Voting Power
Shares                                            ------------------------------
Beneficially            (8)   Shared Voting Power             1,729,425*
Owned by                                          ------------------------------
Each                    (9)   Sole Dispositive Power          1,729,425
Reporting                                         ------------------------------
Person With             (10)  Shared Dispositive Power
- - -----------------                                 ----------------------------

(11)      Aggregate Amount Beneficially Owned by Each Reporting Person
                           1,729,425**
          ----------------------------------------------------------------------

(12)      Check if the Aggregate Amount in Row (11) Excludes Certain
          Shares (See Instructions)
                                   ---------------------------------------------

(13)      Percent of Class Represented by Amount in Row (11)
                                    28.58%
          ----------------------------------------------------------------------

(14)     Type of Reporting Person (See Instructions)             IN
                                                    ----------------------------


*  Voting power subject to Voting Agreement described in Item 6.
** Includes shares owned by National Amusements, Inc.




CUSIP No.         929-24B-105

(1)       Name of Reporting Person
           S.S. or I.R.S. Identification No. of Above Person
                                    NATIONAL AMUSEMENTS, INC.
          ----------------------------------------------------------------------
                                    I.R.S. Identification No. 04-2261332
          ----------------------------------------------------------------------

(2)       Check the Appropriate Box if a Member of Group (See Instructions)

|_|       (a)-------------------------------------------------------------------
|_|       (b)-------------------------------------------------------------------

(3)       SEC Use Only
          ----------------------------------------------------------------------
          ----------------------------------------------------------------------

(4)       Sources of Funds (See Instructions)          N/A
                                             -----------------------------------

(5)       Check if Disclosure of Legal Proceedings is Required
           Pursuant to Items 2(d) or 2(e).
                                           -------------------------------------

(6)      Citizenship or Place of Organization          Maryland
                                               ---------------------------------



- - -----------------
Number of               (7)   Sole Voting Power
Shares                                            ------------------------------
Beneficially            (8)   Shared Voting Power             870,975*
Owned by                                          ------------------------------
Each                    (9)   Sole Dispositive Power          870,975
Reporting                                         ------------------------------
Person With             (10)  Shared Dispositive Power
- - -----------------                                 ----------------------------

(11)      Aggregate Amount Beneficially Owned by Each Reporting Person
                           870,975
          ----------------------------------------------------------------------

(12)      Check if the Aggregate Amount in Row (11) Excludes Certain
          Shares (See Instructions)
                                   ---------------------------------------------

(13)      Percent of Class Represented by Amount in Row (11)
                                    14.4%
          ----------------------------------------------------------------------

(14)     Type of Reporting Person (See Instructions)             CO
                                                    ----------------------------


*  Voting power subject to Voting Agreement described in Item 6.




Item 1.   Security and Issuer.
          --------------------

          This Amendment No. 1 hereby amends the Statement on Schedule 13D filed
with the  Securities and Exchange Commission on April 30,  1997 by Mr. Sumner M.
Redstone and National Amusements, Inc. ("NAI") with respect to the voting common
stock, $.01 par value per share (the "Common Shares"),  of WHG Resorts & Casinos
Inc. (the "Issuer"), a Delaware corporation, with its principal executive office
located at 6063 East Isla Verde Avenue, Caroline, Puerto Rico 00979.


Item 5.   Interest in Securities of the Issuer.
          -------------------------------------

          Item 5 is amended as follows:

          (a)  NAI is currently the beneficial  owner, with sole dispositive and
               shared voting power, of 870,975 shares,  or approximately  14.4%,
               of the issued and outstanding  Common Shares of the Issuer (based
               on the number of shares of the  Issuer's  Common  Stock that were
               reported  by  the  Issuer  to be  issued  and  outstanding  as of
               September 15, 1997).

          (b)  Mr. Sumner M. Redstone is currently the  beneficial  owner,  with
               sole  dispositive and shared voting power, of 858,450 shares,  or
               approximately 14.18%, of the issued and outstanding Common Shares
               of the Issuer (based on the number of Common Shares of the Issuer
               that were reported by the Issuer to be issued and  outstanding as
               of September  15,  1997).  In addition,  as a result of his stock
               ownership in NAI,  Mr.  Redstone is deemed the  beneficial  owner
               870,975 shares of the issued and outstanding Common Shares of the
               Issuer,  for a total of 1,729,425 Common Shares, or approximately
               28.58% of the issued and outstanding  Common Shares of the Issuer
               (based on the number of shares of the Issuer's  Common Stock that
               were  reported  by the  issuer to be issued  and  outstanding  as
               September 15,1997).

          (c)  Ms. Shari Redstone is currently the beneficial  owner,  with sole
               dispositive  and voting power of 2,000 shares,  or  approximately
               .03% of the issued and  outstanding  Common  Shares of the Issuer
               (based on the number of shares of the Issuer's  Common Stock that
               were  reported by the Issuer to be issued and  outstanding  as of
               September 15, 1997).

          (d)  Mr.  Philippe P. Dauman is currently the beneficial  owner,  with
               sole dispositive and voting power of 1,250 shares, or .02% of the
               issued and outstanding  Common Shares of the Issuer (based on the
               number of shares of the Issuer's  Common Stock that were reported
               by the Issuer to be issued and  outstanding  as of September  15,
               1997).

          (e)  Mr. George Abrams is currently the  beneficial  owner,  with sole
               dispositive and voting power of 500 shares, or .01% of the issued
               and outstanding  Common Shares of the  Issuer(based on the number
               of shares of the Issuer's  Common Stock that were reported by the
               Issuer to be issued and outstanding as of September 15, 1997).

          All shared voting power  referred to in paragraphs (a) and (b) of this
Item 5 is pursuant to the Voting Agreement described in Item 6 hereof.





Item 6.   Contracts, Arrangements, Understandings
          or Relationship to Securities of the Issuer
          --------------------------------------------

          In connection  with the proposed  merger (the  "Merger") of the Issuer
with a subsidiary of Patriot American Hospitality Operating Company ("Patriot"),
NAI and Mr. Redstone (i) entered into a Voting Agreement  ("Voting  Agreement"),
dated  as  of  September  30,  1997,  with  Patriot  and  certain  of  Patriot's
subsidiaries and (ii) delivered affiliate letters to Patriot.

          The Voting Agreement  provides,  among other things,  that NAI and Mr.
Redstone  grant Patriot  irrevocable  proxies to vote the shares of the Issuer's
Common Stock  beneficially  owned by NAI and Mr. Redstone at all meetings of the
Issuer's  stockholders,  at any  adjournments  thereof or in connection with any
written consent of the Issuer's  stockholders  during the Proxy Term (as defined
in the Voting Agreement) as follows:

          (i)  in favor of the adoption of the Agreement and Plan of Merger (the
               "Merger  Agreement"),  dated  as  of  September  30,  1997, among
               Patriot,  certain  subsidiaries  of  Patriot  and the  Issuer and
               approval of the Merger and the other transactions contemplated by
               the Merger Agreement;

          (ii) against (x) any Acquisition  Proposal, as that term is defined in
               the  Merger  Agreement,  and  any  proposal  for  any  action  or
               agreement  that  would  result  in  a  breach  of  any  covenant,
               representation  or warranty or any other  obligation or agreement
               of the Issuer under the Merger  Agreement or which is  reasonably
               likely  to  result  in  any  of the  conditions  of the  Issuer's
               obligations under the Merger Agreement not being fulfilled or (y)
               any change in the directors of Issuer,  any change in the present
               capitalization of Issuer or any amendment to Issuer's certificate
               of incorporation or bylaws, any other material change in Issuer's
               corporate structure or business, or any other action which in the
               case of each of the matters  referred to in this clause (y) could
               reasonably  be  expected  to,  impede,   interfere  with,  delay,
               postpone  or  materially   adversely   affect  the   transactions
               contemplated  by the Merger  Agreement or the  likelihood of such
               transactions being consummated; and

         (iii) in favor of any other matter  necessary for  consummation  of the
               transaction   contemplated  by  the  Merger  Agreement  which  is
               considered  at  any  such  meeting  of  stockholders  or in  such
               consent,  and in  connection  therewith to execute any  documents
               which are necessary or  appropriate  in order to  effectuate  the
               foregoing.

          The description of the Voting  Agreement set forth above is subject to
and  qualified in its entirety by reference to the Voting  Agreement,  a copy of
which is annexed hereto as Exhibit 99.1 under Item 7 hereof.


Item 7.   Material to be filed as Exhibits.
          ---------------------------------

99.1           Voting  Agreement,  dated as of September 30, 1997, among Patriot
               American   Hospitality   operating   Company,   Patriot  American
               Hospitality  Operating Company  Acquisition  Subsidiary,  Patriot
               American  Hospitality,  Inc. and Sumner M.  Redstone and National
               Amusements, Inc.

99.2           Affiliate  Letter, dated as of September  30,  1997, executed by
               Sumner M. Redstone.

99.3           Affiliate  Letter, dated as of September  30,  1997, executed by
               National Amusements, Inc.







                                  EXHIBIT INDEX
                                 ---------------

Exhibit                            Document
- - -------                            --------

99.1           Voting  Agreement,  dated as of September 30, 1997, among Patriot
               American   Hospitality   operating   Company,   Patriot  American
               Hospitality  Operating Company  Acquisition  Subsidiary,  Patriot
               American  Hospitality,  Inc. and Sumner M.  Redstone and National
               Amusements, Inc.

99.2           Affiliate  Letter,  dated as of September  30,  1997, executed by
               Sumner M. Redstone.

99.3           Affiliate  Lette,  dated as of September  30,  1997, executed by
               National Amusements, Inc.





                                   Signatures


         After  reasonable  inquiry and to the best of our knowledge and belief,
we certify that the  information  set forth in this statement is true,  complete
and correct.  Pursuant to Rule 13d-1(f)(1),  each of the undersigned agrees that
this statement is filed on behalf of each of us.



Dated:  October 3, 1997                 /s/  Sumner M. Redstone
                                        --------------------------------
                                               Sumner M. Redstone,
                                               Individually



                                        National Amusements, Inc.


                                        By:    /s/  Sumner M. Redstone
                                             ---------------------------
                                               Sumner M. Redstone
                                               Chairman, President and
                                               Chief Executive Officer




                                  EXHIBIT 99.1
                                  ------------


                                VOTING AGREEMENT


     VOTING AGREEMENT, dated as of September 30, 1997 (this "Agreement"),  among
Patriot  American   Hospitality   Operating  Company,  a  Delaware   corporation
("PAHOC"),   Patriot  American   Hospitality   Operating   Company   Acquisition
Subsidiary,  a  Delaware  corporation  and a wholly  owned  subsidiary  of PAHOC
("Acquisition Sub"), Patriot American Hospitality,  Inc., a Delaware corporation
("Patriot")  (collectively,  PAHOC,  Acquisition Sub and Patriot are referred to
herein as the "Parties"), and Sumner M. Redstone and National Amusements,  Inc.,
a  Maryland   corporation   (each,  a   "Stockholder"   and   collectively   the
"Stockholders").

     WHEREAS,  as of the date  hereof  each  Stockholder  owns (i) of record and
beneficially,  the  number of shares of common  stock,  par value $.01 per share
(the "WHG Stock") of WHG Resorts & Casinos Inc., a Delaware corporation ("WHG"),
set forth in Column 1 of Exhibit A hereto and (ii) owns  beneficially but not of
record,  the  additional  shares of WHG Stock set forth in Column 2 of Exhibit A
hereto (all such shares and any shares  hereafter  acquired by the  Stockholders
prior to the  termination  of this  Agreement  being  referred  to herein as the
"Shares");

     WHEREAS, the Parties and WHG propose to enter into an Agreement and Plan of
Merger,  dated as of the date  hereof (as the same may be  amended  from time to
time, the "Merger Agreement"), which provides, upon the terms and subject to the
conditions  thereof,  for the merger of  Acquisition  Sub with and into WHG (the
"Merger"); and

     WHEREAS, as a condition to the willingness of the Parties to enter into the
Merger Agreement,  the Parties have requested that each Stockholder  agree, and,
in order  to  induce  the  Parties  to enter  into  the  Merger  Agreement,  the
Stockholders  have  agreed  to  grant  PAHOC  irrevocable  proxies  to vote  the
Stockholders' Shares subject to the terms set forth herein; and

     WHEREAS,  contemporaneously  with the  execution  of this  Agreement,  each
Stockholder has delivered to the Parties an affiliate letter.

     NOW,  THEREFORE,  in  consideration  of the  promises  and  of  the  mutual
agreements  and  covenants  set forth  herein and in the Merger  Agreement,  the
parties hereto agree as follows:


                                    ARTICLE I

               REPRESENTATIONS AND WARRANTIES OF THE STOCKHOLDERS

     Each Stockholder hereby represents and warrants to the Parties as follows:

     SECTION  1.01.  Due  Authority.  (a) Such  Stockholder  has full  power and
authority,  corporate or otherwise, to execute and deliver this Agreement and to
consummate the transactions  contemplated  hereby.  This Agreement has been duly
executed and delivered by or on behalf of such Stockholder and, assuming its due
authorization, execution and delivery by the Parties, constitutes a legal, valid
and binding obligation of such Stockholder, enforceable against such Stockholder
in  accordance  with  its  terms,  subject  to  the  effect  of  any  applicable
bankruptcy,  reorganization,  insolvency,  moratorium or similar laws  affecting
creditors' rights generally and subject, as to enforceability,  to the effect of
general  principals  of equity  (regardless  of whether such  enforceability  is
considered in proceeding in equity or at law).


               (b)  There  is  no  beneficiary  or  holder  of  a  voting  trust
certificate or other interest of any trust of which such  Stockholder is trustee
whose consent is required for the  execution  and delivery of this  Agreement or
the consummation of the transactions contemplated hereby.

     SECTION 1.02. No Conflict; Consents. (a) The execution and delivery of this
Agreement by such  Stockholder does not, and the performance of the transactions
contemplated  by this Agreement by such  Stockholder  and the compliance by such
Stockholder  with any provisions  hereof shall not, (i) conflict with or violate
any  law,  rule,  regulation,  order,  judgment  or  decree  applicable  to such
Stockholder or by which such Stockholder's  Shares are bound, (ii) conflict with
or violate the  Stockholder's  certificate of  incorporation or by-laws or other
organizational document, if applicable to such Stockholder,  (iii) result in any
breach of or constitute a default (or an event that with notice or lapse of time
or both  would  become  a  default)  under,  or give to  others  any  rights  of
termination,  amendment,  acceleration  or  cancellation  of,  or  result in the
creation of a lien or encumbrance on any of such  Stockholder's  Shares pursuant
to, any note, bond, mortgage,  indenture,  contract,  agreement, lease, license,
permit, franchise or other instrument or obligation to which such Stockholder is
a party or by which such Stockholder or such Stockholder's  Shares are bound, or
(iv) violate any order, writ, injunction, decree, judgment, order, statute, rule
or  regulation  applicable  to such  Stockholder  or any of  such  Stockholder's
Shares.

               (b)  The  execution  and  delivery  of  this  Agreement  by  such
Stockholder do not, and the  performance  of this Agreement by such  Stockholder
shall not, require any consent, approval,  authorization or permit of, or filing
with or notification  to, any  governmental or regulatory  authority  except for
applicable  requirements,  if any, of the  Securities  Exchange Act of 1934,  as
amended,  and except  where the  failure  to obtain  such  consents,  approvals,
authorizations or permits,  or to make such filings or notifications,  would not
prevent or delay the  performance by such  Stockholder of his or her obligations
under this Agreement in any material respect.

     SECTION 1.03.  Title to Shares.  (a) Such Stockholder is (i) the record and
beneficial  owner of the  number of shares of WHG Stock set forth in Column 1 of
Exhibit A hereto  free and clear of any proxy or voting  restriction  other than
pursuant  to this  Agreement  and (ii) the  beneficial  owner of the  additional
number of shares of WHG Stock set forth in Column 2 of Exhibit A hereto free and
clear of any proxy or voting  restriction other than pursuant to this Agreement.
The  Shares  set forth  opposite  such  Stockholder's  name on  Exhibit A hereto
constitute  all of the shares of WHG Stock  owned of record or  beneficially  by
such Stockholder.

               (b) Such  Stockholder has sole power of disposition  with respect
to all the Shares set forth opposite such Stockholder's name on Exhibit A hereto
and the sole  voting  power with  respect to the matters set forth in Article II
hereof,  in each case with respect to all of the Shares set forth  opposite such
Stockholder's  name on Exhibit A hereto,  with no  restrictions  on such rights,
subject to any agreements pursuant to which margin loans have been obtained.

     SECTION  1.04.  No  Encumbrances.   Such   Stockholder's   Shares  and  the
certificates  representing  such Shares are now and at all times during the term
hereof will be held by such  Stockholder,  or by a nominee or custodian  for the
benefit  of such  Stockholder,  free and clear of all  liens,  claims,  security
interests, proxies, voting trusts or agreements,  understandings or arrangements
or any other  encumbrances  whatsoever  except for  proxies  arising  under this
Agreement  and any interest  granted in  connection  with the  margining of such
Stockholder's Shares.




     SECTION 1.05.  Acknowledgment of Reliance. Such Stockholder understands and
acknowledges that the Parties are entering into the Merger Agreement in reliance
upon such Stockholder's execution and delivery of this Agreement.

     SECTION  1.06.  Brokers.  The Parties  shall not be  obligated or otherwise
liable for any broker's,  finder's,  financial adviser's or other similar fee or
commission in connection with the  transactions  contemplated  hereby based upon
arrangements made by or on behalf of any Stockholder.


                                   ARTICLE II

                          TRANSFER AND VOTING OF SHARES

     SECTION 2.01.  Transfer of Shares.  During the Proxy Term each  Stockholder
shall not (a) deposit  such  Stockholder's  Shares into a voting  trust or enter
into a voting  agreement or arrangement with respect to such Shares or grant any
proxy or power of attorney  with  respect  thereto,  or (b) take any action that
would  have  the  effect  of  preventing  or  disabling  such  Stockholder  from
performing such Stockholder's obligations under this Agreement.

     SECTION 2.02. Voting of Shares;  Further Assurances.  (a) Each Stockholder,
by this Agreement,  with respect to those Shares that such Stockholder currently
owns of record,  does hereby  constitute  and appoint  PAHOC,  or any nominee of
PAHOC,  with full power of substitution,  during and for the Proxy Term, as such
Stockholder's  true and lawful attorney and irrevocable  proxy,  for and in such
Stockholder's  name,  place  and  stead,  to vote  each of such  Shares  as such
Stockholder's  proxy,  at  every  meeting  of  the  stockholders  of  WHG or any
adjournment  thereof  or  in  connection  with  any  written  consent  of  WHG's
stockholders,  (i) in favor of the adoption of the Merger Agreement and approval
of the Merger and the other  transactions  contemplated by the Merger Agreement,
(ii) against (x) any Acquisition Proposal, as that term is defined in the Merger
Agreement,  and any proposal for any action or agreement  that would result in a
breach of any covenant,  representation  or warranty or any other  obligation or
agreement  of WHG under the Merger  Agreement or which is  reasonably  likely to
result in any of the conditions of WHG's  obligations under the Merger Agreement
not being  fulfilled  and (y) any change in the  directors of WHG, any change in
the present  capitalization  of WHG or any  amendment  to WHG's  certificate  of
incorporation or bylaws, any other material change in WHG's corporate  structure
or  business,  or any  other  action  which in the  case of each of the  matters
referred to in this clause (y) could reasonably be expected to impede, interfere
with,   delay,   postpone  or  materially   adversely  affect  the  transactions
contemplated  by the Merger  Agreement or the  likelihood  of such  transactions
being  consummated,  and  (iii) in  favor  of any  other  matter  necessary  for
consummation of the  transactions  contemplated by the Merger Agreement which is
considered  at any such  meeting  of  stockholders  or in such  consent,  and in
connection therewith to execute any documents which are necessary or appropriate
in order to  effectuate  the  foregoing,  including the ability for PAHOC or its
nominees to vote such Shares directly. Each Stockholder intends this proxy to be
irrevocable  and  coupled  with an  interest  during  the Proxy  Term and hereby
revokes any proxy  previously  granted by such  Stockholder with respect to such
Stockholder's Shares.

               (b) Each Stockholder  hereby further agrees,  with respect to any
Shares not voted pursuant to paragraph (a) above,  including without  limitation
any Shares owned beneficially but not of record by such Stockholder, that during
the Proxy Term, at any meeting of  stockholders of WHG,  however  called,  or in
connection  with any written  consent of WHG's  stockholders,  such  Stockholder
shall vote (or cause to be voted)  all Shares  whether or not owned of record or
beneficially by such Stockholder except as specifically  requested in writing by
PAHOC in advance, (i) in favor of the adoption of the Merger






Agreement and approval of the Merger and the other transactions  contemplated by
the Merger Agreement, (ii) against (x) any Acquisition Proposal, as that term is
defined in the Merger  Agreement,  and any  proposal for any action or agreement
that would result in a breach of any covenant, representation or warranty or any
other  obligation  or  agreement  of WHG under the Merger  Agreement or which is
reasonably  likely to result in any of the conditions of WHG's obligations under
the Merger  Agreement not being  fulfilled or (y) any change in the directors of
WHG, any change in the present  capitalization  of WHG or any amendment to WHG's
certificate  of  incorporation  or bylaws,  any other  material  change in WHG's
corporate  structure or business,  or any other action which in the case of each
of the matters  referred to in this clause (y) could  reasonably be expected to,
impede,  interfere  with,  delay,  postpone or materially  adversely  affect the
transactions  contemplated  by the Merger  Agreement or the  likelihood  of such
transactions being consummated, and (iii) in favor of any other matter necessary
for consummation of the transactions  contemplated by the Merger Agreement which
is considered  at any such meeting of  stockholders  or in such consent,  and in
connection therewith to execute any documents which are necessary or appropriate
in order to effectuate the foregoing.

               (c) For the purposes of this  Agreement,  "Proxy Term" shall mean
the period from the  execution  of this  Agreement  until the earlier of (i) the
termination  of the Merger  Agreement  pursuant to Section 11.1;  (ii) March 31,
1998, or (iii) the  termination  of this  Agreement in  accordance  with Section
2.02(e).

               (d) During the Proxy Term,  each  Stockholder  shall perform such
further  acts  and  execute  such  further  documents  and  instruments  as  may
reasonably be required to carry out the provisions of this Agreement.

               (e)  Notwithstanding  any  other  provision  of  this  Agreement,
Stockholders  may terminate  this  agreement by joint written  notice to Patriot
following  (i) the making of a  Stockholder  Superior  Proposal  to the Board of
Directors of WHG; or (ii) within ten  business  days after the date on which the
Average  Closing Price of a Paired Share is less than $19.50 per Share.  For the
purposes of this  Agreement,  a "Stockholder  Superior  Proposal" means any bona
fide  Acquisition  Proposal made after the date hereof in writing,  the terms of
which provide for the stockholders of WHG to receive value superior to the value
to be received under the proposed  Merger  Agreement,  and the "Average  Closing
Price"  shall mean the  average  per share  closing  price of a Paired  Share as
reported on the NYSE over the ten (10) trading days  immediately  preceding  the
day of any determination.

     SECTION 2.03.  Certain Events.  Each Stockholder agrees that this Agreement
and the  obligations  hereunder  shall attach to such  Stockholder's  Shares and
shall be  binding  upon any  person  or  entity  to  which  legal or  beneficial
ownership of such Shares shall pass,  whether by operation of law or  otherwise,
including without limitation such Stockholder's heirs, guardians, administrators
and successors.

     SECTION  2.04.   Non-Transferability  of  Restrictions.   Nothing  in  this
Agreement shall prohibit the Stockholders  from disposing of any of their Shares
free and clear from the  restrictions in this  Agreement,  or from pledging such
Shares in connection with the receipt of margin loans or otherwise.





                                   ARTICLE III

                               GENERAL PROVISIONS

     SECTION  3.01.  Severability.  If any  term  or  other  provision  of  this
Agreement  is  determined  by any  appropriate  court to be invalid,  illegal or
incapable  of being  enforced  by any rule of law or  public  policy,  all other
conditions and provisions of this Agreement  shall  nevertheless  remain in full
force and effect so long as the economic or legal substance of the  transactions
contemplated  hereby is not  affected  in any manner  materially  adverse to any
party.  Upon such  determination  that any term or other  provision  is invalid,
illegal or incapable of being  enforced,  the parties hereto shall  negotiate in
good faith to modify this  Agreement so as to effect the original  intent of the
parties as closely as possible to the fullest extent permitted by applicable law
in an acceptable manner to the end that the transactions contemplated hereby are
fulfilled to the extent possible.

     SECTION 3.02.  Entire  Agreement.  This  Agreement  constitutes  the entire
agreement of the parties and supersedes all prior  agreements and  undertakings,
both written and oral, between the parties,  or any of them, with respect to the
subject matter hereof.

     SECTION 3.03.  Amendments.  This  Agreement  may not be modified,  amended,
altered or  supplemented,  except upon the  execution  and delivery of a written
agreement executed by the parties hereto.

     SECTION 3.04. Assignment. This Agreement shall not be assigned by operation
of law or otherwise.

     SECTION 3.05. Parties in Interest. This Agreement shall be binding upon and
inure solely to the benefit of each party hereto, and nothing in this Agreement,
express or implied,  is  intended to or shall  confer upon any person any right,
benefit or remedy of any nature whatsoever under or by reason of this Agreement.

     SECTION  3.06.  Specific   Performance.   The  parties  hereto  agree  that
irreparable  damage would occur in the event that any of the  provisions of this
Agreement  were not performed in  accordance  with their  specific  terms or was
otherwise breached.  It is accordingly agreed that the parties shall be entitled
to an injunction or injunctions and other equitable remedies to prevent breaches
of this Agreement and to enforce specifically the terms and provisions hereof in
any  Delaware  Court (as  defined  below),  this being in  addition to any other
remedy to which they are entitled at law or in equity.  Any requirements for the
securing or posting of any bond with respect to such remedy are hereby waived by
each of the parties hereto.

     SECTION  3.07.  Governing  Law.  This  Agreement  shall be  governed by and
construed in accordance with the laws of the State of Delaware without regard to
its rules of  conflict  of laws.  Each of the  parties  hereby  irrevocably  and
unconditionally  consents to submit to the exclusive  jurisdiction of the courts
of the State of  Delaware  and of the United  States of  America  located in the
State of Delaware (the "Delaware  Courts") for any litigation  arising out of or
relating to this Agreement and the transactions  contemplated hereby (and agrees
not to commence any litigation  relating thereto except in such courts),  waives
any  objection  to the laying of venue of any such  litigation  in the  Delaware
Courts  and  agrees  not to  plead  or claim in any  Delaware  Court  that  such
litigation brought therein has been brought in any inconvenient forum.

     SECTION 3.08.  Counterparts.  This Agreement may be executed in one or more
counterparts, and by the different parties hereto in separate counterparts, each
of which when executed  shall be deemed to be an original but all of which taken
together shall constitute one and the same agreement.



     SECTION 3.09.  Definitions.  Terms used in this Agreement and not otherwise
defined herein shall have the meanings set forth in the Merger Agreement.

     SECTION 3.10.  Patriot and PAHOC agree to either, at their option, (i) take
such  actions  reasonably  necessary to register the shares of Patriot and PAHOC
stock received by the Stockholders in the merger for resale pursuant to the Form
S-4 or (ii) promptly after the Effective Time,  register such shares pursuant to
a  registration  statement  on Form S-3.  Patriot and PAHOC shall  maintain  the
effectiveness  of any  such  registration  statement  (subject  to the  right of
Patriot and PAHOC to convert to a Form S-3 registration from the Form S-4 at any
time and subject to customary blackout  provisions) until the earlier of (i) the
first  anniversary  of the  Effective  Time or (ii) the date that neither of the
Stockholders owns any such shares.


     IN WITNESS WHEREOF, the parties have executed this Agreement as of the date
first written above.


                              PATRIOT AMERICAN HOSPITALITY OPERATING COMPANY


                              By:
                                   --------------------------------------------
                                   Name:
                                   Title:



                              PATRIOT AMERICAN HOSPITALITY OPERATING COMPANY
                              ACQUISITION SUBSIDIARY


                               By:
                                   --------------------------------------------
                                   Name:
                                   Title:



                              PATRIOT AMERICAN HOSPITALITY, INC.


                              By:
                                   --------------------------------------------
                                   Name:
                                   Title:





                              NATIONAL AMUSEMENTS, INC.


                              By:
                                   --------------------------------------------
                                   Name:
                                   Title:




                                   --------------------------------------------
                                   Sumner M. Redstone









EXHIBIT A ----------- Number of Shares of WHG Number of Shares of WHG Stock Owned of Record Stock Owned Beneficially Name and Address and Beneficially But Not of Record of Stockholder by Stockholder by Stockholder National Amusements, Inc. 0 Common 870,975 Common Sumner M. Redstone 0 Common 858,450 Common
                                  EXHIBIT 99.2
                                  ------------


                                                              September 30, 1997



Patriot American Hospitality Operating Company
Patriot American Hospitality Operation Company Acquisition Subsidiary
Patriot American Hospitality, Inc.
Tri-West Plaza
3030 LBJ Freeway, Suite 1500
Dallas, TX  75234

Ladies and Gentlemen:

     I have been  advised  that as of the date of this letter I may be deemed to
be an  "affiliate"  of WHG Resorts & Casinos Inc., a Delaware  corporation  (the
"Company"),  as the term  "affiliate"  is defined for purposes of paragraphs (c)
and (d) of Rule 145 of the rules and regulations  (the "Rules and  Regulations")
of  the  Securities  and  Exchange   Commission  (the  "Commission")  under  the
Securities  Act of 1933,  as amended (the  "Act").  Pursuant to the terms of the
Agreement and Plan of Merger dated as of September  30, 1997 (the  "Agreement"),
among  the  Company,   Patriot  American  Hospitality   Operating  Company  (the
"Purchaser"),   Patriot   American   Hospitality,   Inc.  and  Patriot  American
Hospitality Operating Company Acquisition Subsidiary, a Delaware corporation and
a wholly-owned  subsidiary of the Purchaser  ("Merger Sub"),  Merger Sub will be
merged with and into the Company (the "Merger").

     As a result of the Merger,  I may receive  Paired Shares (as defined in the
Merger  Agreement) of the Purchaser and of Patriot (the "Purchaser  Securities")
in exchange for shares owned by me of common stock, par value $.01 per share, of
the Company.

     I  represent,  warrant and  covenant to the  Purchaser  that in the event I
receive any Purchaser Securities as a result of the Merger:

     A. I shall  not  make  any  sale,  transfer  or  other  disposition  of the
Purchaser Securities in violation of the registration requirements of the Act or
the Rules and Regulations.

     B. I have  carefully  read this letter and the  Agreement and discussed the
requirements of such documents and other applicable  limitations upon my ability
to sell, transfer or otherwise dispose of the Purchaser Securities to the extent
I felt necessary, with my counsel or counsel for the Company.






     Execution of this letter  should not be  considered an admission on my part
that I am an "affiliate"  of the Company as described in the first  paragraph of
this letter or as a waiver of any rights I have to object to any claim that I am
such an affiliate on or after the date of this letter.

                                              Very truly yours,



                                             Sumner M. Redstone



Accepted this ___ day of
_______________, 199__ by

PATRIOT AMERICAN HOSPITALITY
OPERATING COMPANY


By:
     -------------------------
     NAME:
     TITLE:


                                  EXHIBIT 99.3
                                  ------------


                                                              September 30, 1997



Patriot American Hospitality Operating Company
Patriot American Hospitality Operation Company Acquisition Subsidiary
Patriot American Hospitality, Inc.
Tri-West Plaza
3030 LBJ Freeway, Suite 1500
Dallas, TX  75234

Ladies and Gentlemen:

     The  undersigned  has been  advised  that as of the date of this letter the
undersigned  may be deemed to be an "affiliate" of WHG Resorts & Casinos Inc., a
Delaware  corporation  (the  "Company"),  as the term "affiliate" is defined for
purposes of paragraphs (c) and (d) of Rule 145 of the rules and regulations (the
"Rules  and  Regulations")  of  the  Securities  and  Exchange  Commission  (the
"Commission") under the Securities Act of 1933, as amended (the "Act"). Pursuant
to the terms of the  Agreement and Plan of Merger dated as of September 30, 1997
(the "Agreement"),  among the Company,  Patriot American  Hospitality  Operating
Company  (the  "Purchaser"),  Patriot  American  Hospitality,  Inc.  and Patriot
American  Hospitality  Operating  Company  Acquisition  Subsidiary,  a  Delaware
corporation  and a  wholly-owned  subsidiary  of the Purchaser  ("Merger  Sub"),
Merger Sub will be merged with and into the Company (the "Merger").

     As a result of the Merger,  the  undersigned  may receive Paired Shares (as
defined in the Merger Agreement) of the Purchaser and of Patriot (the "Purchaser
Securities")  in exchange for shares owned by the  undersigned  of common stock,
par value $.01 per share, of the Company.

     The undersigned represents, warrants and covenants to the Purchaser that in
the event the undersigned  receives any Purchaser  Securities as a result of the
Merger:

     A. The undersigned  shall not make any sale,  transfer or other disposition
of the Purchaser Securities in violation of the registration requirements of the
Act or the Rules and Regulations.

     B. Duly authorized  representatives  of the undersigned have carefully read
this letter and the Agreement and discussed the  requirements  of such documents
and other  applicable  limitations  upon the ability of the undersigned to sell,
transfer  or  otherwise  dispose  of the  Purchaser  Securities  to  the  extent
necessary, with counsel for the undersigned or counsel for the Company.







     Execution of this letter  should not be considered an admission on the part
of the  undersigned  that the  undersigned  is an  "affiliate" of the Company as
described in the first paragraph of this letter or as a waiver of any rights the
undersigned has to object to any claim that the undersigned is such an affiliate
on or after the date of this letter.


                                   Very truly yours,

                                   NATIONAL AMUSEMENTS, INC.


                                   By:
                                        -------------------------------
                                        Name:
                                        Title:


Accepted this ___ day of
_______________, 199__ by

PATRIOT AMERICAN HOSPITALITY
OPERATING COMPANY


By:
     -------------------------
     NAME:
     TITLE: