UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D. C. 20549

                                    FORM 10-Q

(Mark One)
/ X /              QUARTERLY REPORT UNDER SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                For the quarterly period ended September 30, 1999

                                       OR

/    /          TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

             For the transition period from __________ to __________

                         Commission File Number: 0-28108

                        SUBURBAN LODGES OF AMERICA, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

         GEORGIA                                      58-1781184
------------------------                    ---------------------------------
(State of Incorporation)                    (IRS Employer Identification No.)


                              300 Galleria Parkway
                                   Suite 1200
                             Atlanta, Georgia 30339
           ----------------------------------------------------------
           (Address of principal executive office, including zip code)


                                  770-799-5000
              ----------------------------------------------------
              (Registrant's telephone number, including area code)


         Indicate by check mark whether the  registrant  has filed all documents
and reports  required to be filed by Sections 12, 13 or 15(d) of the  Securities
Exchange Act of 1934 during the preceding 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 for the past 90 days. YES / X / NO / /


         Number of shares of Common  Stock,  $.01 par value,  outstanding  as of
November 9, 1999:

                                   14,204.672

<PAGE>
                    Suburban Lodges of America, Inc. and Subsidiaries
                               Consolidated Balance Sheets
                                     (In thousands)
<TABLE>
<CAPTION>

                                                               (Unaudited)
                                                               September 30,   December 31,
                                                                   1999            1998
                                                               -------------   ------------
<S>                                                             <C>               <C>
ASSETS
Current assets:
     Cash and cash equivalents                                  $  19,015         $ 19,178
      Accounts receivable, net of reserves of
          $195 (1999) and $99 (1998)                                2,031            1,796
     Hotel inventory and supplies                                   2,193            1,684
     Prepaid and refundable income taxes                            2,754
     Deferred income taxes                                            829              904
     Prepaid expenses and other current assets                      3,129            1,728
                                                                ---------         --------
           Total current assets                                    27,197           28,044

Property and equipment, net of accumulated depreciation and
     amortization of $16,132 (1999) and $10,764 (1998)            288,198          272,030

Notes receivable                                                    5,675            5,455
Deferred loan costs                                                 1,610            1,552
Acquired intangible assets - net                                    3,615              --
Other assets                                                          469              454
                                                                ---------         --------
TOTAL ASSETS                                                    $ 326,764         $307,535
                                                                =========         ========

LIABILITIES AND SHAREHOLDERS' EQUITY
 Current liabilities:
     Current maturities of long-term debt                       $   1,269         $  7,465
     Construction accounts payable                                  1,549            6,847
     Trade accounts payable                                         1,126            2,448
     Accrued wages and benefits                                     1,314              345
     Accrued property taxes                                         2,130              337
     Other accrued liabilities                                      2,223            1,270
     Income taxes payable                                             449              316
     Deferred revenue                                                 789              988
                                                                ---------         --------
          Total current liabilities                                10,849           20,016

Long-term debt, less current maturities                            97,513           74,735
Deferred income taxes                                               1,538            1,026
Other liabilities                                                     111              114
                                                                ---------         --------
          Total liabilities                                       110,011           95,891
                                                                ---------         --------

Shareholders' equity:
     Common stock                                                     157              154
     Additional paid-in capital                                   202,250          200,190
     Retained earnings                                             18,251           11,300
     Treasury stock                                                (3,905)            --
                                                                ---------         --------
          Total shareholders' equity                              216,753          211,644
                                                                ---------         --------

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                      $ 326,764         $307,535
                                                                =========         ========
</TABLE>


         See accompanying notes to unaudited consolidated financial statements.

                                         Page 2

<PAGE>
<TABLE>
<CAPTION>

                               Suburban Lodges of America, Inc. and Subsidiaries
                                     Consolidated Statements of Operations
                                   (in thousands, except per share amounts)



                                                       (Unaudited)                      (Unaudited)
                                                    Three Months Ended               Nine Months Ended
                                            Sept. 30, 1999   Sept. 30, 1998   Sept. 30, 1999   Sept. 30, 1998
                                            --------------   --------------   --------------   --------------
<S>                                             <C>             <C>             <C>               <C>
REVENUE:
Hotel revenue                                   $ 17,717        $ 12,720        $ 46,954          $ 32,237
Franchise and other revenue                          966             442           2,478             1,215
                                                --------        --------        --------          --------

        Total revenue                             18,683          13,162          49,432            33,452
                                                --------        --------        --------          --------


OPERATING COSTS AND EXPENSES:
Hotel operating expenses                           8,849           6,022          24,150            15,592
Corporate operating expenses                       2,419           1,321           5,819             2,970
Site acquisition cancellation expense                              2,480                             2,480
Depreciation and amortization                      2,156           1,439           5,957             3,674
                                                --------        --------        --------          --------
        Total costs and expenses                  13,424          11,262          35,926            24,716
                                                --------        --------        --------          --------

INCOME FROM OPERATIONS                             5,259           1,900          13,506             8,736

OTHER INCOME (EXPENSE):
Interest income                                      358             406           1,000             1,998
Interest expense                                  (1,874)             (5)         (4,632)             (153)
Gain on sale of hotel                                                              1,145
Public debt transaction
     abandonment costs                                           (10,714)                          (10,714)
Other                                                  8                             192                63
                                                --------        --------        --------          --------
        Income (loss) before income taxes          3,751          (8,413)         11,211               (70)
Provision (credit) for income taxes                1,462          (2,939)          4,260               (25)
                                                --------        --------        --------          --------

NET INCOME (LOSS)                               $  2,289        $ (5,474)       $  6,951          $    (45)
                                                ========        ========        ========          ========

EARNINGS (LOSS) PER COMMON SHARE:
   Basic and diluted                            $   0.15        $  (0.35)       $   0.45          $   --
                                                ========        ========        ========          ========


WEIGHTED AVERAGE NUMBER OF
   COMMON SHARES OUTSTANDING:
   Basic and diluted                              15,388          15,431          15,405            15,430
                                                ========        ========        ========          ========
</TABLE>



See accompanying notes to unaudited consolidated financial statements.

                                     Page 3

<PAGE>
                      Suburban Lodges of America, Inc. and Subsidiaries
                            Consolidated Statements of Cash Flows
                                       (in thousands)
<TABLE>
<CAPTION>

                                                                   Unaudited)
                                                                 Nine Months Ended
                                                        Sept. 30, 1999      Sept. 30, 1998
                                                      -----------------    ----------------
<S>                                                           <C>                <C>
OPERATING ACTIVITIES:
Net income (loss)                                             $  6,951           $    (45)
Adjustments to reconcile net income to
  net cash provided by operating activities:
  Depreciation and amortization                                  5,957              3,674
  Deferred income taxes                                            587                --
  Equity in loss of joint venture                                   23                --
  Stock compensation                                                19                 30
  Gain on sale of property                                      (1,145)               (63)
  Site acquisition cancellation expense                                             2,480
  Changes  in  operating  assets  and
    liabilities --   net  of  the  effects  of
     acquisitions:
     Accounts receivable                                          (235)              (681)
     Other current assets                                          881             (4,402)
     Other assets                                                 (197)              (202)
     Trade accounts payable                                     (1,322)              (558)
     Income taxes payable                                          133                --
     Other current liabilities                                   3,414              1,267
     Other liabilities                                              (3)               (26)
                                                              --------           --------
          Net cash provided by operating activities             15,063              1,474
                                                              --------           --------

INVESTING ACTIVITIES:
Additions to property and equipment                            (25,231)           (82,823)
Proceeds from sale of property                                   4,405                356
Acquisitions - net of cash acquired                             (1,481)            (2,279)
Increase (decrease) in construction accounts payable            (5,298)             3,063
Investment in and advances to joint venture                       (240)              (430)
                                                              --------           --------
          Net cash used by investing activities                (27,845)           (82,113)
                                                              --------           --------
FINANCING ACTIVITIES:
Proceeds from issuance of long-term debt                        23,950             15,000
Principal payments on long-term debt                            (7,368)               (11)
Purchase of treasury stock                                      (3,905)               --
Notes issued to franchisees                                       --               (2,660)
Reserve for abandonment of public debt transaction                --               10,714
Net increase in deferred loan costs                                (58)
Decrease in restricted cash                                       --               11,000
                                                              --------           --------
          Net cash provided by financing activities             12,619             34,043
                                                              --------           --------

Net decrease in cash and cash equivalents                         (163)           (46,596)
Cash and cash equivalents at beginning of period                19,178             62,650
                                                              --------           --------
CASH AND CASH EQUIVALENTS AT END OF PERIOD                    $ 19,015           $ 16,054
                                                              ========           ========

Supplemental information:
    Interest paid net of interest capitalized                 $  4,506           $     51
                                                              ========           ========
    Income taxes paid                                         $    899           $  3,183
                                                              ========           ========
</TABLE>


See accompanying notes to unaudited consolidated financial statements.

                                     Page 4


<PAGE>
                        Suburban Lodges of America, Inc.
                   Notes to Consolidated Financial Statements
                                   (Unaudited)



1.       BASIS OF PRESENTATION

         The accompanying  unaudited consolidated financial statements have been
         prepared  pursuant to the rules and  regulations  of the Securities and
         Exchange  Commission for reporting on Form 10-Q.  Accordingly,  certain
         information  and footnotes  required by generally  accepted  accounting
         principles for complete financial  statements have been omitted. In the
         opinion of management,  all  adjustments  that are necessary for a fair
         presentation of financial  position and results of operations have been
         made. These interim financial  statements should be read in conjunction
         with the consolidated historical financial statements and notes thereto
         presented  in the  Company's  Annual  Report  on Form 10-K for the year
         ended December 31, 1998.

         All  significant  intercompany  balances  and  transactions  have  been
         eliminated.


2.       LONG-TERM DEBT

         On March 31,  1999,  the  Company  completed  a  $10,250,000  financing
         arrangement with Empire Financial Services, Inc. The financing consists
         of three mortgage loans with an initial  weighted average interest rate
         of  8.38%.  The  interest  rates  are  adjustable  at the  end of  each
         three-year  period to rates  based on prime plus an  average  margin of
         62.5 basis points.  The loan repayments  aggregating  $88,163 per month
         are based on a principal  amortization  period of 20 years with a final
         maturity  of March 1,  2005 for one of the  loans and March 1, 2008 for
         the other two loans. A total of three Company-owned  hotels are pledged
         as collateral on these loans.

         On June 7, 1999,  the Company  completed a  $13,700,000  mortgage  loan
         arrangement with Finova Realty Capital  Corporation at a fixed interest
         rate of 8.8%.  The loan  requires  monthly  payments of  principal  and
         interest   totaling   approximately   $113,100,   based  on  a  25-year
         amortization  schedule  with a final  maturity of June 30,  2009.  Five
         Company-owned hotels are pledged as collateral on this loan.


3.       ACQUISITION

         On July 31, 1998,  the Company  acquired two  companies,  each of which
         operates a Suburban Lodge hotel in Arlington,  Texas,  for an aggregate
         purchase  price  of $2.5  million.  A  director  of the  Company  was a
         minority  shareholder in these two companies.  A second director had an
         indirect   family   interest  in  the  two  companies.   Prior  to  the
         acquisitions, the Company's Board of Directors (excluding those members
         of the  Board  with a direct  or  indirect  interest  in the  companies
         acquired)  reviewed  and  approved  the terms of the  related  Purchase
         Agreements.  The  acquisitions  were  accounted  for as purchases  and,
         accordingly,  the  consolidated  statements  of  earnings  include  the
         revenues, expenses and operating results of the acquired companies from
         the date of acquisition.



                                     Page 5
<PAGE>

         The  Company's  allocation  of purchase  price to assets  acquired  and
         liabilities assumed was as follows:


                    Property and equipment               $  9,971,000
                    Other assets                              420,000
                                                         ------------
                                                           10,391,000
                    Notes payable                          (6,597,000)
                    Other liabilities                      (1,289,000)
                                                         ------------
                    Purchase price                          2,505,000
                    Less cash acquired                       (226,000)
                                                         ------------
                    Purchase price, net of cash          $  2,279,000
                                                         ============


         On June 1,  1999,  the  Company,  through  a  wholly-owned  subsidiary,
         GuestHouse   International  Franchise  Systems,  Inc.   ("GuestHouse"),
         completed the acquisition of assets from GuestHouse  International  LLC
         for a total purchase price, including  transaction-related expenses, of
         $3,525,000.  The purchase  price  consisted of cash of  $1,481,000  and
         300,000  shares of the  Company's  common  stock with a market value of
         $2,044,000.  The Company  also  assumed  certain  liabilities  totaling
         $102,000.  GuestHouse  is a franchisor of midscale  lodging  facilities
         under the names GuestHouse International Inns, Hotels and Suites.

         The acquisition was accounted for as a purchase and,  accordingly,  the
         consolidated statements of earnings for the periods ended September 30,
         1999 include the revenues, expenses and operating results of GuestHouse
         from the date of  acquisition.  The  purchase  price  plus the value of
         liabilities  assumed was  allocated to assets  acquired  based on their
         estimated fair value as follows:


                    Continuing franchise contracts          $  1,392,000
                    Goodwil                                    2,198,000
                    Other assets                                  37,000
                                                            ------------
                                                               3,627,000
                    Liabilities assumed                         (102,000)
                                                            ------------
                    Purchase price                          $  3,525,000
                                                            ============

         The  franchise  contracts  are  being  amortized  over a period of four
         years, and goodwill is being amortized over a period of twenty years.


4.       PROJECT ABANDONMENT COSTS

         On July 9,  1998,  the  Company  purchased  an  interest  rate  lock in
         connection  with the planned  issuance of  $100,000,000 in subordinated
         debt.  Subsequent  to the purchase of the rate lock,  public demand for
         subordinated  debt declined  dramatically and the Company abandoned its
         planned debt offering.  As public debt market demand declined,  markets
         for other  forms of debt also  became  more  volatile,  and the Company
         decided to defer or cancel the  purchase  of  several  potential  hotel
         sites. As a result of these decisions, expenses of $8.7 million, net of
         income taxes,  were  recognized  during the quarter ended September 30,
         1998 to cover costs  associated  with the abandoned  debt  transaction,
         including  the loss  expected to be  incurred  upon  settlement  of the
         interest rate lock, and the termination of negotiations with respect to
         several potential hotel sites.


                                     Page 6
<PAGE>

5.       EARNINGS PER COMMON SHARE

         Earnings per common share were computed  based on the weighted  average
         number of common shares  outstanding.  Stock options  outstanding under
         the Company's various stock option plans did not have a dilutive effect
         in any of the periods presented.

6.       CONTINGENCIES

         The Company is a defendant  in  litigation  in the  ordinary  course of
         business. In the opinion of management, such litigation will not have a
         material  adverse  effect  on  the  financial   position,   results  of
         operations or cash flows of the Company.

7.       SEGMENT AND RELATED INFORMATION

         The Company operates in three reportable  segments:  hotel  operations,
         franchising  operations and corporate and support services. The Company
         evaluates  the  performance  of its  operating  segments  based  on net
         operating  income,  which is defined  as income  before  income  taxes,
         nonrecurring  items,  interest  income,   interest  expense  and  other
         nonoperating income.

         Summarized  financial  information  concerning the Company's reportable
         segments is shown in the following tables (in thousands):
<TABLE>
<CAPTION>

                                                                Franchising       Corporate
                                                Hotel           Franchising      and Support
                                              Operations        Operations         Services           Total
                                              ----------        ----------         --------           -----
<S>                                           <C>               <C>               <C>                <C>
QUARTER ENDED SEPTEMBER 30, 1999
Revenues from external customers ...          $ 17,717          $    632          $    334           $ 18,683
Intersegment revenues (see Note) ...                                 705               881              1,586
Depreciation and amortization ......             1,903               117               136              2,156
Intersegment expenses ..............             1,586                                                  1,586
Net operating income (loss) ........             5,379               284              (429)             5,234

QUARTER ENDED SEPTEMBER 30, 1998
Revenues from external customers ...          $ 12,720          $    251          $    191             13,162
Intersegment revenues ..............                                                   635                635
Depreciation and amorization .......             1,391                 2                46              1,439
Intersegment expenses ..............               635                                                    635
Net operating income (loss) ........             4,676                26              (322)             4,380

NINE MONTHS ENDED SEPTEMBER 30, 1999
Revenues from external customers ...          $ 46,954          $  1,563          $    915           $ 49,432
Intersegment revenues (see Note) ...                               1,875             2,343              4,218
Depreciation and amortization ......             5,425               162               370              5,957
Intersegment expenses ..............             4,218                                                  4,218
Net operating income (loss) ........            13,161             1,476            (1,018)            13,619
Total assets .......................           297,618             4,619            24,527            326,764

NINE MONTHS ENDED SEPTEMBER 30, 1998
Revenues from external customers ...          $ 32,237          $    733          $    482           $ 33,452
Intersegment revenues ..............                                                 1,606              1,606
Depreciation and amortization ......             3,502                 7               165              3,674
Intersegment expenses ..............             1,606                                                  1,606
Net operating income (loss) ........            11,537               118              (439)            11,216
Total assets .......................           276,966               685             2,513            280,164
</TABLE>

Note:    Effective  January  1,  1999,  Suburban  Franchise  Systems,   Inc.,  a
         wholly-owned  subsidiary,  instituted a franchise royalty charge to all
         Company-owned hotels.

                                     Page 7
<PAGE>


         The  following  table  provides a  reconciliation  of total segment net
         operating  income to the Company's  reported income before income taxes
         (in thousands):
<TABLE>
<CAPTION>
                                                     Quarter Ended September 30,              Nine Months Ended September 30,
                                                     ---------------------------              -------------------------------
                                                      1999               1998                      1999              1998
                                                      ----               ----                      ----              ----
<S>                                                 <C>                <C>                      <C>               <C>
Total segment net operating income                  $ 5,234            $ 4,380                  $ 13,619          $ 11,216
Interest income                                         358                406                     1,000             1,998
Gain on sale of hotel                                                                              1,145
Other nonoperating income                                 8                 -                        192                63
Interest expense                                     (1,874)                (5)                   (4,632)             (153)
Site acquisition cancellation costs                      25             (2,480)                     (113)           (2,480)
Public debt transaction abandon-
     ment costs                                          --             (10,714)                     --            (10,714)
                                                    -------             -------                 --------         ---------
Income (loss) before income taxes                   $ 3,751            $ (8,413)                $ 11,211         $     (70)
                                                    =======            ========                 ========         =========
</TABLE>


         All of the  Company's  revenues  are  derived in the  United  States of
         America.  No single external  customer accounts for ten percent or more
         of the Company's total revenue.


8.       RELATED PARTY TRANSACTIONS

         During certain periods of 1998, two franchise  locations were partially
         owned by two of the Company's  directors or members of their  immediate
         families.  As described in Note 3, the Company  acquired both locations
         on July 31,  1998.  Franchise  and other  revenue  recognized  for such
         locations for the three month and nine month  periods  ended  September
         30, 1998 was approximately $14,000 and $97,000, respectively.

         During  1998,  the Company  entered  into a joint  venture to develop a
         Suburban Lodge hotel in Atlanta, Georgia,  investing $200,000 for a 25%
         equity  position.  A non-employee  director of the Company also owned a
         25% equity  position in this  venture.  Also during  1998,  the Company
         acquired an option to purchase the director's  interest in this venture
         for a total  consideration  of $300,000,  including the amount paid for
         the option  ($230,000).  On August 1, 1999,  the Company  exercised its
         option to  purchase  the  director's  interest.  The hotel owned by the
         venture opened in May 1999.



9.       RECLASSIFICATIONS

         Certain  prior year  amounts have been  reclassified  to conform to the
current year presentation.


                                     Page 8
<PAGE>


ITEM 2.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
           RESULTS OF OPERATIONS

ACQUISITION

On June 1, 1999, the Company,  through a wholly-owned  subsidiary,  acquired the
assets  of  GuestHouse   International  LLC  ("GuestHouse").   GuestHouse  is  a
franchisor  of  midscale   lodging   facilities   under  the  names   GuestHouse
International  Inns,  Hotels and Suites.  The effect of this  acquisition on the
operating results for the three-month and nine-month periods ended September 30,
1999 is discussed below.

The Company's  acquisition of GuestHouse  was an important step toward  reaching
its  strategic  objective  of expanding  its  franchising  operations.  With the
addition of this second brand,  a  traditional  nightly stay hotel to complement
the Suburban Lodge extended stay hotel brand, the Company has increased the size
of its  franchise  sales force and is focusing its efforts in this area.  As the
table  below  indicates,  the  Company's  two brands  had 209 hotels  open or in
development at September 30, 1999.

BRAND STATUS REPORT AT SEPTEMBER 30, 1999

                                    Suburban    Guesthouse
                                     Lodges    International      Total
                                     ------    -------------      -----

Hotels open                            105          45          150
Hotels under construction
     or conversion                      10           5           15
Executed franchise agreements
     (not under construction)            5           5           10
Approved applications                   24          10           34
                                       ---          --          ---
Total hotels open or in
     development                       144          65          209
                                       ===          ==          ===




COMPANY-OWNED HOTEL STATISTICS BY REGION FOR THE QUARTER ENDED
SEPTEMBER 30, 1999

The following table sets forth certain information  regarding the performance of
the Company's  hotels by geographic  region for the quarter ended  September 30,
1999.
<TABLE>
<CAPTION>

==============================================================================================================================
                                                      AWR         Occupancy           RevPAR   Total Hotels       Average Age
------------------------------------------------------------------------------------------------------------------------------
                                                                                                                   (in years)

<S>                                             <C>                   <C>          <C>              <C>              <C>
Mid Atlantic Region                             $   195.56            87.4%        $   171.03       10               2.77
Midwest Region                                      211.04            88.7             187.48       15               1.60
Southeast Region                                    184.27            84.4             155.34       19               4.31
West Region                                         186.36            80.7             150.01       16               1.03
                                                ------------------------------------------------------------------------------
  All Company-Owned                             $   193.42            84.9%        $   164.56       60               2.50
                                                ==============================================================================

All Mature Company-Owned <F1>                   $   190.37            86.5%        $   164.71       46               3.05
==============================================================================================================================
<FN>
<F1>     Hotels  are  considered  to be mature  for these  statistics  when
         they  have been open for  twelve  full calendar months.
</FN>
</TABLE>


COMPARISON OF THE QUARTER ENDED SEPTEMBER 30, 1999 TO THE QUARTER ENDED
SEPTEMBER 30, 1998

         Hotel   revenues  for  the  quarter  ended   September  30,  1999  were
$17,717,000  which was an increase  of  $4,997,000,  or 39.3%,  over the quarter
ended  September 30, 1998.  Fourteen  hotels open less than twelve full calendar
months as of September 30, 1999 accounted for $3,996,000 of the increase,  while
the Company's 46 mature  hotels  contributed  $1,001,000  of the  increase.  The
average  weekly rate ("AWR") for the  Company's  mature  hotels  increased  from
$175.97 to $190.37;  however, the occupancy for these hotels declined from 90.3%
to 86.5%.  The AWR for all  Company-owned  hotels,  which includes the 14 hotels
open less than twelve full calendar  months,  increased from $179.05 to $193.42.
This increase was accompanied by a decrease in occupancy from 87.6% to 84.9%.


                                     Page 9
<PAGE>

         Franchise and other revenue from  corporate  operations for the quarter
ended September 30, 1999, which includes  management,  franchise and development
revenue, was $966,000,  compared to $442,000 for the quarter ended September 30,
1998.  Management  fees  increased  $184,000 to $302,000  for the quarter  ended
September  30, 1999 from  $118,000 in the prior year quarter as a result of fees
earned for  managing 20 hotels for  franchisees  during the current year quarter
compared to managing 10 hotels for  franchisees  during the prior year  quarter.
Franchise  revenue  for  the  quarter  increased  approximately  $381,000,  from
$251,000  in 1998 to  $632,000 in 1999.  Initial  franchise  fees of $64,000 and
$52,000 were earned in the quarters  ended  September 30, 1999 and September 30,
1998,  respectively.  There were two hotel  openings in each of these  quarters.
Franchise royalties and other revenue on open hotels was approximately  $568,000
for the quarter  ended  September  30, 1999 compared to $199,000 for the quarter
ended  September  30,  1998.  The  current  year  quarter  includes  $215,000 of
franchise fees  attributable to the GuestHouse  acquisition.  The Company earned
$73,000 in development and  construction  revenue during the prior year quarter.
No  development  and  construction  revenue was earned  during the current  year
quarter.

         Hotel operating expenses increased $2,827,000,  or 46.9%, to $8,849,000
for the quarter ended  September 30, 1999, from $6,022,000 for the quarter ended
September 30, 1998. The majority of this increase, or approximately  $1,897,000,
pertains to the opening and quarter-to-date expenses for the 14 hotels open less
than twelve full calendar  months.  In addition,  approximately  $930,000 of the
increase is  attributable to the mature hotels.  Hotel operating  margins at the
mature properties declined from 53.5% in the prior year quarter to 50.1% for the
current year  quarter.  Operating  margins at all  Company-owned  hotels,  which
includes the 14 hotels open less than twelve full calendar months, declined from
52.7% for the quarter  ended  September  30, 1998 to 50.1% for the quarter ended
September 30, 1999.

         Corporate operating  expenses,  net of amounts  capitalized,  increased
$1,098,000,  or 83.1%,  to $2,419,000  which includes  $381,000  attributable to
GuestHouse.  The primary  reasons for the increase  are $243,000 for  additional
staffing  needed to  support  the  growth of the  business  and a  reduction  of
$701,000  in  the  amount  of  project-related  expenses  capitalized  to  hotel
construction  costs as  compared to the prior year.  Total  corporate  operating
expenses prior to  capitalization  of project related  expenses  increased 15.6%
compared to the prior year quarter.  The prior year amounts included $218,000 of
expense associated with the Company's early termination of a lease in connection
with its move to a new  headquarters  building.  Depreciation  and  amortization
increased to $2,156,000 from $1,439,000,  primarily as a result of the 14 hotels
open less than twelve full calendar  months.  The current year quarter  includes
amortization of $114,000 related to intangible assets acquired in the GuestHouse
acquisition.

         Interest expense,  net of interest capitalized of $298,000 and $570,000
for the quarters ended September 30, 1999, and September 30, 1998, respectively,
increased from $5,000 for the quarter ended September 30, 1998 to $1,874,000 for
the quarter ended  September 30, 1999.  The increase in total  interest  charges
incurred is due to higher levels of debt outstanding.






                                    Page 10
<PAGE>

COMPANY-OWNED HOTEL STATISTICS BY REGION FOR THE NINE MONTHS ENDED
 SEPTEMBER 30, 1999

The  following  table sets forth certain information  regarding the performance
of  the  Company's  hotels  by  geographic  region  for  the  nine months ended
September 30, 1999.
<TABLE>
<CAPTION>
================================================================================================================
                                           AWR        Occupancy          RevPAR   Total Hotels      Average Age
----------------------------------------------------------------------------------------------------------------
                                                                                                  (in years)
<S>                                   <C>                <C>          <C>              <C>            <C>
Mid Atlantic Region                   $   188.11         83.7%        $   157.62       10             2.77
Midwest Region                            208.41         80.0             166.29       15             1.60
Southeast Region                          182.30         82.0             149.28       19             4.31
West Region                               187.14         74.5             138.42       16             1.03
                                      --------------------------------------------------------------------------
  All Company-Owned                   $   191.17         80.0%        $   152.44       60             2.50
                                      ==========================================================================
All Mature Company-Owned <F1>         $   186.28         83.4%        $   155.37       46             3.05
================================================================================================================
<FN>
<F1>     Hotels  are  considered  to be mature  for these  statistics when they
         have been open for twelve full calendar months.
</FN>
</TABLE>

COMPARISON OF THE NINE MONTHS ENDED  SEPTEMBER 30, 1999 TO THE NINE MONTHS ENDED
SEPTEMBER 30, 1998

         Hotel  revenues  for the nine  months  ended  September  30,  1999 were
$46,954,000,  which was an increase of $14,717,000 or 45.7%, over the prior year
nine-month period. Fourteen hotels open less than twelve full calendar months as
of September  30, 1999  accounted  for  $8,884,000  of the  increase,  while the
Company's 46 mature hotels contributed  $5,833,000 of the increase.  Included in
the mature hotel  category  are two hotels  acquired by the Company in the third
quarter of 1998.  These two  hotels  accounted  for  $1,224,000  of the  revenue
increase from mature  hotels.  The average weekly rate ("AWR") for the Company's
mature  hotels  increased  from $169.24 to $186.28;  however,  the occupancy for
these hotels declined from 90.3% to 83.4%. The AWR for all Company-owned hotels,
which  includes  the 14 hotels  open  less than  twelve  full  calendar  months,
increased from $171.79 to $191.17.  This increase was  accompanied by a decrease
in occupancy from 84.1% to 80.0%.

         Franchise  and other  revenue from  corporate  operations  for the nine
months ended  September  30, 1999,  which  includes  management,  franchise  and
development revenue, was $2,478,000,  compared to $1,215,000 for the nine months
ended September 30, 1998. Management fees increased $527,000 to $746,000 for the
current year period from $219,000 in the prior year period,  as a result of fees
earned for managing 20 hotels for  franchisees  during the current year compared
to managing 10 hotels for franchisees  during the prior year.  Franchise revenue
for the nine-month  period increased  approximately  $832,000,  from $731,000 in
1998 to  $1,563,000  in 1999.  The  franchise  revenue for the nine months ended
September 30, 1999 reflects $390,000 in initial franchise fees,  representing 14
hotel  openings  and  $30,000 for one  contract  cancellation  fee,  compared to
$262,000 and 10 hotel  openings in the prior year nine month  period.  Franchise
royalties and other revenue on open hotels was approximately  $1,143,000 for the
nine months ended  September  30, 1999  compared to $469,000 for the nine months
ended September 30, 1998. The current year period includes $281,000 of franchise
fees attributable to the GuestHouse  acquisition.  The Company earned $64,000 in
development and construction  revenue during the current year period compared to
$256,000 earned in the prior year period.

         Hotel operating expenses increased $8,558,000, or 54.9%, to $24,150,000
for the current  year period from  $15,592,000  for the prior year  period.  The
majority of this increase, or approximately $4,823,000,  pertains to the opening
and  period-to-date  expenses  for the 14  hotels  open less  than  twelve  full
calendar  months.  In  addition,  approximately  $3,735,000  of the  increase is
attributable  to the mature hotels,  which includes  $715,000 for the two hotels
acquired in the third  quarter of 1998.  Hotel  operating  margins at the mature
properties declined from 52.1% in the prior year period to 49.6% for the current
year period.  Operating margins at all Company-owned  hotels, which includes the
14 hotels open less than twelve full  calendar  months,  declined from 51.6% for
the nine months  ended  September  30,  1998 to 48.6% for the nine months  ended
September 30, 1999.


                                    Page 11

<PAGE>

         Corporate operating  expenses,  net of amounts  capitalized,  increased
$2,849,000,  or 95.9%, to $5,819,000,  which includes  $445,000  attributable to
GuestHouse.  The primary  reasons for the increase  are $739,000 for  additional
staffing  needed to  support  the  growth of the  business  and a  reduction  of
$1,626,000  in the  amount  of  project-related  expenses  capitalized  to hotel
construction  costs as  compared  to the  prior  year.  The prior  year  amounts
included $218,000 of expense  associated with the Company's early termination of
a lease  in  connection  with  its move to a new  headquarters  building.  Total
corporate operating expenses prior to capitalization of project related expenses
increased 19.8% compared to the prior year nine-month  period.  Depreciation and
amortization  increased to $5,957,000 from $3,674,000,  primarily as a result of
the 14 hotels open less than  twelve  full  calendar  months.  The current  year
period includes  amortization of $153,000 related to intangible  assets acquired
in the GuestHouse acquisition.

         Interest  expense,  net  of  interest  capitalized  of  $1,522,000  and
$1,767,000 for the nine months ended  September 30, 1999 and September 30, 1998,
respectively,  increased  $4,479,000  from  $153,000  for the nine months  ended
September 30, 1998 to $4,632,000  for the nine months ended  September 30, 1999.
The increase in total interest  charges incurred is due to higher levels of debt
outstanding  and the write off of  approximately  $300,000 in  unamortized  loan
costs associated with the credit facility at PNC Bank, N.A. which was terminated
during the first quarter of 1999. See "Liquidity and Capital Resources."

         During the first quarter of 1999, the Company sold a hotel resulting in
a gain of approximately $1,145,000. The hotel continues to operate as a Suburban
Lodge under franchise and management agreements that generate fee income for the
Company

QUARTER AND NINE MONTHS ENDED SEPTEMBER 30, 1998

         On July 9,  1998,  the  Company  purchased  an  interest  rate  lock in
connection  with the planned public  issuance of  $100,000,000  in  subordinated
debt.  Subsequent to the purchase of the rate lock,  demand in the public market
for subordinated debt declined  dramatically.  Therefore,  the Company abandoned
the planned debt offering,  Interest rates fell significantly after the purchase
of the interest rate lock,  even though such rates were at then  historical lows
at the time of purchase,  and the Company  recognized  expenses of $10.7 million
during the nine months ended September 30, 1998 in connection with the rate lock
and for certain legal,  accounting and other costs associated with the abandoned
debt offering.

         As the public debt market demand  declined,  markets for other forms of
debt also became more volatile. Due to the uncertain outlook for financing,  the
Company substantially reduced its development  activities beginning in September
1998. A decision  was made to defer or cancel the purchase of several  potential
hotel sites. Accordingly, costs of $2,480,000 were recorded in September 1998 to
recognize the losses incurred in connection with the abandonment of such sites.

SEASONALITY

         The  Company's  mature  hotels   typically   experience  lower  average
occupancy  rates and total revenues during the first and fourth quarters of each
year.

LIQUIDITY AND CAPITAL RESOURCES

         On March 31,  1999,  the  Company  completed  a  $10,250,000  financing
agreement with Empire Financial  Services,  Inc. The financing consists of three
mortgage  loans with an initial  weighted  average  interest rate of 8.38%.  The
interest  rates are  adjustable  at the end of each  three-year  period to rates
based on prime plus an average margin of 62.5 basis points.  The loan repayments
aggregating $88,163 per month are based on a principal amortization period of 20
years with a final  maturity  of March 1, 2005 for one of the loans and March 1,
2008 for the other two loans. A total of three Company-owned  hotels are pledged
as collateral on these loans.  A portion of the proceeds from this financing was
used  to  repay  the  notes  assumed  by the  Company  in  connection  with  the
acquisition of two franchised hotels on July 31, 1998.

                                    Page 12
<PAGE>

         On June 7, 1999,  the Company  completed a  $13,700,000  mortgage  loan
arrangement  with Finova  Capital  Corporation at a fixed interest rate of 8.8%.
The  loan  requires  monthly   payments  of  principal  and  interest   totaling
approximately   $113,100   commencing   August  1,  1999,  based  on  a  25-year
amortization  schedule  with a final  maturity of June 30, 2009. A total of five
Company-owned hotels are pledged as collateral on this loan.

         On February 23, 1999, the Board of Directors  authorized the Company to
repurchase  up to  1,500,000  shares  of its  outstanding  common  stock.  As of
September  30, 1999,  the Company had  purchased a total of 622,500  shares at a
cost of $3,905,000.  On November 2, 1999, the Board of Directors  authorized the
Company to purchase up to an additional  1,500,000  shares.  Through November 9,
1999 the Company has purchased  1,529,400  shares at a cost of $8,580,000  using
available cash reserves.

         As of September 30, 1999, the Company had  approximately  $19.0 million
in cash and cash  equivalents,  $57.7 million of borrowings  from Finova Capital
Corporation,  $30.8  million of  borrowings  from Amresco  Services LP and $10.2
million of borrowings from Empire Financial Services, Inc.

         At September 30, 1999,  the Company had two hotels under  construction,
which are scheduled to open in late 1999. The Company anticipates that the total
additional  cost to  complete  these two hotels,  as well as fund  amounts to be
disbursed on recently  opened  hotels,  is  approximately  $3.7  million,  which
includes $2.8 million in  construction  draws accrued at September 30, 1999. The
Company intends to fund these  expenditures from existing cash balances and cash
flow from operations.  The Company has closed  construction  loans on two hotels
for which it expects to break ground  during the fourth  quarter of 1999 and has
received a loan commitment on a hotel for which it expects to begin construction
during the first half of 2000.

         While the Company anticipates that there may be some markets where, due
to  a  number  of  factors   (such  as  the   increased   cost  of  using  union
subcontractors),  its  development  costs will be higher,  overall  the  Company
anticipates that in the immediate future a typical 134-guest room Suburban Lodge
hotel will cost  approximately  $4.6 to $5.0 million  (approximately  $34,000 to
$37,000 per guest room).

         The Company also owns 11other  sites which it intends to use for future
hotel  development.  The Company's present focus is on expanding its franchising
operations;  therefore,  it is not  seeking  additional  sites  for  the  future
construction of hotels.

         In the future, the Company may seek to acquire new credit facilities or
issue debt or equity securities.  Any debt incurred or issued by the Company may
be secured  or  unsecured,  bear fixed or  variable  rate  interest,  and may be
subject to such terms and  conditions  as the Board of  Directors of the Company
deems prudent.

YEAR 2000 PREPAREDNESS

         The  Year  2000  issue  may  materialize  from  the  widespread  use of
computers that rely on two-digit date codes to perform  certain  computations or
decision-making  functions.  Some of  these  computers  or  systems  may fail to
recognize that the year 1999 is followed by the year 2000, that the year 2000 is
a leap year, or that 99 or 00 does not mean the end of the file or program.  Due
to this  failure,  a  malfunction  might  occur  in  products/processes  using a
microprocessor with two-digit year presentation.

         Suburban  established  the  Suburban  Year  2000  Project  to  identify
potential risk areas and introduce action plans and guidelines for managing Year
2000  issues.  As part of the Year  2000  Project,  a task  force  was  created,
directed by the Chief  Executive  Officer and consisting of  representatives  of
various  Suburban  departments.  The task force has identified,  inventoried and
assessed  systems and components  for potential  Year 2000 risks;  renovated and
replaced  systems or  components,  as  necessary;  and tested the  renovated and
replaced systems and components.

         Suburban  completed an inventory of its computer  hardware and software
and  determined  that the  company has a limited  number of  critical  operating
systems and applications.  Specifically, those systems and applications include:
the  proprietary  property  management  software  utilized at all  corporate and
franchised  hotels  ("Property  Management  System");  software  for  accounting
applications;  ADP payroll  processing  software;  and  commercial  software for
routine office applications.


                                    Page 13
<PAGE>


         The contract developer of the Property  Management System has confirmed
to Suburban in writing that the software is Year 2000 compliant. The Company has
reviewed  the  system,  tested it with live data,  and it  appears  to  function
accurately in a Year 2000 environment.

         Suburban has  implemented  new accounting  applications  software.  The
vendor of this new  software  has  certified  in writing  that the  software can
properly interpret dates subsequent to December 31, 1999. Suburban has completed
initial  testing of the  software  and will  continue  to test the  software  to
confirm that it is Year 2000 compliant.

         Suburban has received written  certification  from ADP that its payroll
software systems are Year 2000 compliant.

         The vendors of certain  commercial  software  utilized by Suburban  for
routine office  applications  have indicated that such  applications can be made
Year 2000 compliant through specific procedures which Suburban has substantially
implemented. Upon final implementation of these procedures,  Suburban intends to
perform  additional  testing  to ensure  that these  applications  are Year 2000
compliant.  The company  believes that any required  remediation  and testing of
such software will be complete by December 31, 1999.

         Suburban's ability to continue normal business operations into the Year
2000 will, to a large extent,  depend upon the individual  Year 2000  compliance
efforts of all of its vendors,  including basic utilities and telecommunications
companies.  In the summer of 1998, Suburban began consideration of the effect of
Year 2000 issues on its vendors and other business  partners.  Written  requests
have been made of the  vendors  to  provide  letters  regarding  their Year 2000
status. The responses to these requests received to date,  indicate for the most
part that its vendors and suppliers are currently,  or will timely be, Year 2000
compliant. Suburban is replacing vendors whose compliance is questionable.

          Suburban,  like other hotels,  depends on the continued support of its
customers and the availability of public utilities.  Customers may accelerate or
postpone travel and business  affairs based upon Year 2000 concerns.  Hotels may
not be able to operate if telecommunications,  transportation, energy, water and
sewer  availability  are  disrupted.  Each of these  "most  likely  worst  case"
scenarios is beyond the immediate  control of Suburban and would have a material
adverse impact on occupancies,  revenues and earnings.  The likelihood and costs
of these interruptions are not known or presently quantifiable.

         With respect to these "most likely worst case" scenarios,  Suburban has
prepared  contingency  plans for each of the company owned and operated  hotels,
and for each hotel  managed  by the  Company  on behalf of a  franchisee.  These
contingency  plans are designed to protect the safety and  convenience of guests
and  employees,  and maintain  hotel  facilities.  Hotels are obtaining  certain
emergency  supplies along with additional  inventories of housekeeping and other
consumable  materials  required for  operation of each hotel.  The plans further
establish  redundant means of communication with Company management and specific
policies  to  deal  with  possible  loss  of  telephone  service  and/or  public
utilities. These contingency plans will be tested by drills performed during the
months prior to December 31, 1999. The cost of emergency supplies for each hotel
is estimated to be $1,000.  Any excess  inventory will be consumed during normal
hotel  operations  subsequent to January 1, 2000. The Company does not expect to
have a plan to overcome the entire  effects on its  business  from a large scale
failure or  disruption of passenger  transportation  or  transportation  systems
generally, the loss of utility and/or  telecommunications  services or errors or
failures in financial transactions, payment processing or banking systems due to
the arrival of the Year 2000.

         Based upon current  information,  Suburban  believes that the Year 2000
problem will not have a material adverse effect on the Company,  its business or
its financial  condition.  There can,  however,  be no assurances that Year 2000
remediation by Suburban or third parties will be properly and timely  completed,
and failure to do so could have a material  adverse  impact on the Company,  its
business and its financial condition.  At present,  Suburban does not anticipate
that material  incremental  costs will be incurred in  connection  with the Year

                                    Page 14
<PAGE>

2000 Project.  To date,  Suburban has not experienced any known negative impacts
on  operations,  management,  or  financial  reporting  as a result of Year 2000
issues. No material costs have been incurred to date. Suburban  anticipates that
remaining Year 2000  preparedness  activities  will be completed  primarily with
existing  internal  personnel.  Accordingly,  the  total  costs to the Year 2000
Project have not been separately estimated,  but are expected to be minimal over
the course of the Project. The Year 2000 Project has not resulted in deferral of
spending for other systems and equipment as planned.  Cost estimates may vary in
the future and will be updated as Suburban considers updating and replacement of
any systems and  applications or learns  additional  information  concerning the
status of its and third parties' Year 2000 compliance.

RECENT ACCOUNTING PRONOUNCEMENTS

         In June 1998, the Financial Accounting Standards Board issued Statement
of Financial  Accounting  Standards ("SFAS") No. 133, "Accounting for Derivative
Instruments and Hedging Activities" ("SFAS 133"), which was modified by SFAS No.
137, "Accounting for Derivative Instruments and Hedging Activities - Deferral of
the Effective  Date of FASB Statement No. 133." SFAS 133 requires that an entity
recognize all  derivatives  as either assets or liabilities in the balance sheet
and measure those instruments at fair value. The Company plans to adopt SFAS 133
in 2001,  and does not presently  expect such adoption to have any effect on the
Company's financial statements at that time.

FORWARD LOOKING STATEMENTS

         Certain  statements in this  Quarterly  Report on Form 10-Q,  including
statements regarding the Company's activities  pertaining to the approach of the
Year 2000,  constitute  "forward looking  statements"  within the meaning of the
Private  Securities   Litigation  Reform  Act  of  1995.  Such   forward-looking
statements  are generally  identified  by words such as  "expects",  "believes",
"anticipates,"  etc.,  and involve known and unknown  risks,  uncertainties  and
other factors which may cause the actual  results,  performances or achievements
of the Company to be  materially  different  from the  expectation  expressed or
implied  in  such  statements.   Such  factors  include,   among  other  things,
uncertainty  as to  economic  conditions,  consumer  demand  for  extended  stay
lodging,  the  level of  competition  in the  extended  stay  market,  financial
markets, the Company's ability to obtain a new bank line of credit,  development
efficiencies,  weather delays, zoning delays, the Company's financial condition,
its ability to maintain  operational  and financial  systems to manage the rapid
growth it has experienced and the accurateness of the assurances the Company has
received  from  third  parties  concerning  the impact of the Year 2000 on their
products, services and business.


ITEM 3.   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The  Company's  cash and cash  equivalents  are  short-term,  and highly  liquid
investments with original maturities of three months or less. As a result of the
short-term nature of the Company's cash and cash equivalents, a change in market
interest rates does not impact the Company's operating results or cash flow.

At September  30, 1999,  $10.2  million of the  Company's  long-term  debt bears
interest at rates of  approximately  8.4%. These rates are fixed until March 31,
2002. The remaining $88.6 million of the Company's long-term debt bears interest
at fixed rates ranging from 8.25% to 8.8%. A change in market  interest rates is
not expected to impact the Company's fixed rate  obligations over the next three
years.

                                    Page 15
<PAGE>


PART II. OTHER INFORMATION AND SIGNATURES

Item 1.  Legal Proceedings

         None


Item 6.  Exhibits and Reports on Form 8-K

         (a)      Exhibits

                  27 - Financial Data Schedule (For SEC use only)

         (b)      Reports on Form 8-K

                  The Company filed a report on Form 8-K/A on August 13, 1999 as
                  described  in its  Form  10Q  filed  August  16,  1999 for the
                  quarter ended June 30, 1999.



                                   Signatures


         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned thereunto duly authorized.



                                            Suburban Lodges of America, Inc.


Date: November 15, 1999                     By:  /S/ Paul A. Criscillis, Jr.
      -----------------                          ---------------------------
                                                   Paul A. Criscillis, Jr.
                                                   Vice President, Chief
                                                     Financial Officer


Date: November 15, 1999                     By: /S/ Robert E. Schnelle
     ------------------                         ----------------------
                                                   Robert E. Schnelle
                                                   Vice President, Treasurer
                                                   (Chief Accounting Officer)

                                    Page 16