1040829--2/28/2008--GAYLORD_ENTERTAINMENT_CO

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{cost, contract, operation}

{debt, indebtedness, cash}

{loan, real, estate}

{property, intellectual, protect}

{cost, regulation, environmental}

{acquisition, growth, future}

{investment, property, distribution}

{stock, price, share}

{operation, natural, condition}

{financial, litigation, operation}

{personnel, key, retain}

{provision, law, control}

{stock, price, operating}

{competitive, industry, competition}

{condition, economic, financial}

Our hotel and convention business is subject to significant market risks. Unanticipated costs of hotels we open in new markets, including our Gaylord National hotel project, may reduce our operating income. Our hotel development, including our Gaylord National hotel project, is subject to timing, budgeting and other risks. Our plans to develop the Gaylord National hotel project are subject to numerous risks. There are significant risks associated with our planned construction projects, which could adversely affect our financial condition, results of operations or cash flows from these planned projects. A downturn in general economic conditions may adversely affect our results of operations. We will be required to refinance our credit facility by March 2010, and there is no assurance that we will be able to refinance our credit facility on acceptable terms. The acquisition of the La Cantera Resort may not be completed. We may be unable to successfully complete acquisitions. Our development, management and/or acquisition of smaller hotel properties may be unsuccessful. Our real estate investments are subject to numerous risks. Our hotel properties are concentrated geographically and our revenues and operating income could be reduced by adverse conditions specific to our property locations. As a result of the sales of our ResortQuest business and Bass Pro Group, LLC equity interest, we are further dependent upon our Hospitality segment. We could become subject to claims in connection with the sales of our interests in ResortQuest Mainland, ResortQuest Hawaii and Bass Pro Group, LLC. Hospitality companies have been the target of class actions and other lawsuits alleging violations of federal and state law. Our properties are subject to environmental regulations that could impose significant financial liability on us. Any failure to attract, retain and integrate senior and managerial level executives could negatively impact our operations and development of our properties. We have certain minority equity interests over which we have no significant control, to or for which we may owe significant obligations and for which there is no readily available market, and these investments may not be profitable. We are subject to risks relating to acts of God, terrorist activity and war. The hospitality industry is heavily regulated, including with respect to food and beverage sales, employee relations and construction concerns, and compliance with these regulations could increase our costs and reduce our revenues and profits. Our substantial debt could reduce our cash flow and limit our business activities. The agreements governing our debt, including our 8% senior notes, our 6.75% senior notes and our senior credit facility, contain various covenants that limit our discretion in the operation of our business and could lead to acceleration of debt. Fluctuations in our operating results and other factors may result in decreases in our stock price. We are a holding company and depend upon our subsidiaries cash flow to meet our debt service obligations. To service our debt and pay other obligations, we will require a significant amount of cash, which may not be available to us. Our stock repurchase program could increase the volatility of the price of our common stock. Our certificate of incorporation and bylaws and Delaware law could make it difficult for a third party to acquire our company.

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1040829--2/28/2008--GAYLORD_ENTERTAINMENT_CO_/DE