SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
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                                   FORM 10-C

 REPORT BY ISSUER OF SECURITIES QUOTED ON NASDAQ INTER-DEALER QUOTATION SYSTEM
FILED PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 AND
                       RULES 13a-17 AND 15d-17 THEREUNDER
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                          EXTENDED STAY AMERICA, INC.
               (Exact name of Issuer as specified in its charter)

               500 E. BROWARD BOULEVARD, FT. LAUDERDALE, FL 33394
                    (Address of Principal Executive Offices)

        ISSUER'S TELEPHONE NUMBER, INCLUDING AREA CODE:  (954) 713-1600
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          I.  CHANGE IN NUMBER OF SHARES OUTSTANDING

     Indicate any change (increase or decrease) of five percent or more in the
     number of shares outstanding:

     1.  Title of Security: Common Stock, par value $.01 per share.

     2.  Number of shares outstanding before the change: 22,130,855.

     3.  Number of shares outstanding after the change: 32,628,092.

     4.  Effective date of change: June 5, 1996.

     5.  Method of change: Public Stock Offering.

     Give brief description of transaction:  On June 5, 1996, Extended Stay
     America, Inc. (the "Company") completed a public offering of 9,775,000
     shares of the Company's Common Stock, par value $.01 per share and has
     issued 722,237 shares of Common Stock from time to time in acquisitions of
     other businesses.

          II.  CHANGE IN NAME OF ISSUER

     1.  Name prior to change: ____________________.

     2.  Name after change: ______________________.

     3.  Effective date of charter amendment changing name: ___________________.

     4.  Date of shareholder approval of change, if required: _________________.

                                    
     Date:  June 12, 1996           /S/ Robert A. Brannon                       
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                                    Robert A. Brannon, Senior Vice President and
                                              Chief Financial Officer