<PAGE>

                  SECURITIES AND EXCHANGE COMMISSION

                       Washington, D.C.  20549

            Form 10-QSB - Quarterly or Transitional Report

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

          For the quarterly period ended    March 31, 1998               
          TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

          For the transition period from                 to               

             Commission File Number    33-16163-LA       


           Nashville Super 8 Ltd., A California Limited Partnership     
     (Exact name of small business issuer as specified in its charter)

           California                                33-0249749        
(State or other jurisdiction of                 (I.R.S. Employer 
incorporation or organization)                     Identification Number)

                 1466 9th Avenue, San Diego, CA  92101                    
               (Address of principal executive offices)               

                        (619) 699-6100                                        
                     (Issuer's telephone number)

                                                                           
 (Former name, former address and former fiscal year, if changed 
                         since last report)

Check whether the registrant (1) has filed all reports required to be filed by 
Sections 13 or 15(d) of the Exchange Act during the last 12 months (or for 
such shorter period that the issuer was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days.
Yes     /x/           No /  /


State the number of limited partnership interests outstanding as of the latest 
practicable date:  3,975  




<PAGE>
                 PART I. -- FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

Incorporated herein is the following unaudited financial information:

Balance Sheet as of March 31, 1998 and December 31, 1997.

Statement of Operations for the three months ended March 31, 1998 and 
March 31, 1997.

Statement of Cash Flows for the three months ended March 31, 1998 and 
March 31, 1997.

Notes to Financial Statements.






<PAGE>
                     NASHVILLE SUPER 8 LTD.     
                  A California Limited Partnership
                            Balance Sheet
                  March 31, 1998 and December 31, 1997
                             (Unaudited)
                            (Part 1 of 2)
<TABLE>
<CAPTION>

                                        March 31,        December 31,
          ASSETS                         1998              1997    
<S>                                       <C>              <C>
Current Assets:                         
 Cash and cash equivalents           $  104,621          $  159,319
  Accounts receivable                    12,990              17,447
  Operating supplies                     15,455              15,455
  Prepaid expenses                        4,719               4,947
                                     -----------          ---------- 
       Total current assets             137,785             197,168

Investment property, at cost:
  Land                                  711,092             711,092
  Building and improvements           2,857,622           2,854,422
  Furniture, fixtures and equipment     634,303             634,303
                                    ------------         -----------
                                      4,203,017           4,199,817
Less accumulated depreciation         1,279,742           1,252,452
                                    ------------         ------------
   Investment property, 
   net of accumulated depreciation    2,923,275           2,947,365
                                    ------------         ------------- 
Franchise fees, net (note 3)             11,167              11,417
                                    ------------         -------------
                                     $3,072,227          $3,155,950
                                    ============         =============
</TABLE>

           See accompanying notes to financial statements.





                              Page 1
<PAGE>
                                  NASHVILLE SUPER 8 LTD.
                           A California Limited Partnership
                                    Balance Sheet
                         March 31, 1998 and December 31, 1997
                                     (Unaudited)
                                    (Part 2 of 2)
<TABLE>
<CAPTION>

         LIABILITIES AND                  March 31,           December 31,
    PARTNER'S CAPITAL ACCOUNTS             1998                1997    
<S>                                          <C>                <C>
Current liabilities:                              
 Notes Payable (note 5)               $     8,872            $    8,163
 Accounts payable and accrued expenses     49,119                82,430
 Due to affiliates (note 4)                 8,652                11,553
                                        -----------           ----------   
   Total current liabilities               66,643               102,146
                                        -----------           ----------
Long-term debt, less current 
    portion (note 5)                      153,258               156,121
                                        -----------           ----------   
   Total liabilities                     $219,901              $258,267
                                        -----------           ----------
Partners' capital accounts (deficit):
 General Partners:
  Cumulative net earnings             $    12,196              $ 16,732
  Cumulative cash distributions           (71,950)              (71,950)
                                        ------------         ------------  
                                          (59,754)              (55,218)
 Limited partners:
  Capital contributions, 
     net of offering costs              3,449,823             3,449,823
  Cumulative net earnings                 109,799               150,620
  Cumulative cash distributions          (647,542)             (647,542)
                                     --------------           -------------
                                        2,912,080             2,952,901
                                     --------------           -------------
   Total partners' capital accounts     2,852,326             2,897,683
                                      ------------            ------------ 
                                       $3,072,227            $3,155,950
                                      ============           =============
</TABLE>
                                  
                                  
           See accompanying notes to financial statements.


                                   Page 2

<PAGE>

                       NASHVILLE SUPER 8 LTD.
                  A California Limited Partnership
                       Statement of Operations
                         Three Months Ended
                  March 31, 1998 and March 31, 1997
                             (Unaudited)
<TABLE>
<CAPTION>
                             Three Months Ended      Three Months Ended
                             March 31, 1998             March 31, 1997
<S>                                 <C>                       <C>
Revenues: 
  Room revenues                  $     217,847            $    187,789
  Phone revenue                          7,174                   3,276
  Interest income                          778                      59
  Other income                             225                     142
                                  -------------            ------------  
                                       226,024                 191,266
                                  ------------             ------------        

Expenses:
    Property operating expenses        119,449                  94,873
    Depreciation                        27,290                  42,157
    General and administrative          34,374                  33,437
    Repairs and maintenance             31,365                  17,388
    Amortization                           250                     250 
    Management fees                     13,515                  11,472
    Royalties and advertising           10,892                  11,122
    Real estate taxes                   11,022                   9,337
    Marketing                           16,384                  12,420
    Property and liability insurance     2,544                   5,574
    Interest expense                     4,296                   4,400
                                    ------------           --------------  
                                       271,381                 242,430       
                                    ------------           -------------- 
            Net earnings           $   (45,357)           $    (51,164)
                                   =============          ===============    
     Net earnings per limited 
              partnership interest $    (10.27)              $   (11.58)
                                       ========                 ========    

</TABLE>



           See accompanying notes to financial statements.


                              Page 3
<PAGE>
                       NASHVILLE SUPER 8 LTD.
                  A California Limited Partnership
                       Statement of Cash Flows
                      For the Three Months Ended
                  March 31, 1998 and March 31, 1997
                             (Unaudited)
<TABLE>
<CAPTION>                                  
                                             Three Months Ended             
                                        March 31, 1998        March 31, 1997  
<S>                                          <C>                      <C>    
Cash flows from operating activities:
  Net earnings (loss)                       $  (45,357)       $    (51,164)
  Adjustments to reconcile net income to cash:
    Depreciation and amortization               27,540              42,407
    Changes in assets and liabilities:
   (Increase) decrease in other assets:          4,685               5,195    
    Increase (decrease) in liabilities:
       Accounts payable and accrued expenses   (33,311)            (19,454)
        Due to/from Affiliates                  (2,901)            (31,582)
                                           ------------        ------------
Net cash provided by operating activities     (49,344)               8,566 
                                           ------------        ------------ 
Cash flows used in or provided from investing 
activities:
    Acquisition & construction costs of
       investment property                     (3,200)             (46,055)
                                           ------------        ------------  
       Net cash (used in)/provided from 
        investing activities                   (3,200)             (46,055)
                                           ------------        ------------  
Cash flows from financing activities:
   Increase(decrease) to Notes payable         (2,154)              (2,049)
   Cash distributions to partners                   0                    0
                                            -----------         -----------
     Net cash (used in) financing activities   (2,154)              (2,049)   
                                            -----------        ------------- 
     Net increase (decrease) in cash          (54,698)             (39,537)
   
Cash and cash equivalents, 
         beginning of period                  159,319               79,268      
                                            -----------        ------------- 
Cash and cash equivalents, end of period      104,621               39,730
                                            ===========         ===========   
</TABLE>
                                  
           See accompanying notes to financial statements.
 


                                   Page 4

<PAGE>
                                  NASHVILLE SUPER 8 LTD.,
                           A California Limited Partnership
                             Notes to Financial Statements
                                     March 31, 1998
                                       (Unaudited)


Readers of this quarterly report should refer to the partnership audited 
financial statements and annual report Form 10-KSB (File No. 33-16163-LA) for 
the period ended March 31, 1998, as certain footnote disclosures which would
substantially duplicate those contained in such financial reports have been 
omitted from this report.

1.  THE PARTNERSHIP AND A SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nashville Super 8 Ltd., A California Limited Partnership (the Partnership), 
(formerly Motels of America Series XI), a California Limited Partnership, 
was formed on September 1, 1988 pursuant to the California Revised Uniform
Limited Partnership Act.  The purpose of the Partnership is to construct, 
own, and operate a 110-room "economy" motel under a Super 8 Franchise.  The 
motel was opened in April 1989.

The following is a summary of the Partnership's significant accounting 
policies:

    CASH AND CASH EQUIVALENTS

The Partnership considers all highly liquid instruments purchased with an 
original maturity of three months or less to be cash equivalents.

    INVESTMENT PROPERTY

Investment property is recorded at cost.  Depreciation is computed using the 
straight-line method based on estimated useful lives of 5 to 39 years.  
Maintenance and repair costs are expensed as incurred, while significant
improvements, replacements, and major renovation are capitalized.

    FRANCHISE FEES

Franchise fees are amortized over the 20-year life of the franchise agreement.
Organization costs are amortized over a 60-month period.

    INCOME TAXES

No provision for income taxes has been made as any liability for such taxes 
would be that of the partners rather than the Partnership.

                                               
                                                           (Continued)

                              Page 5

<PAGE>
                                  NASHVILLE SUPER 8 LTD.,
                           A California Limited Partnership
                    Notes to Financial Statements (Continued)

Net income per interest is based upon the 90% allocated to limited partners 
divided by 3,975 limited partner interests outstanding throughout the year.

2.  PARTNERSHIP AGREEMENT

Net income or loss and cash distributions from operations of the Partnership 
are allocated 90% to the limited partners and 10% to the general partner.  
Profits from the sale or other disposition of Partnership property are to be
allocated to the general partner until its capital account equals zero; 
thereafter, to the limited partners until their capital accounts equal their 
capital contributions reduced by prior distributions of cash from sale or 
refinancing plus an amount equal to a cumulative but not compounded annual 8% 
return thereon which cumulative return shall be reduced (but not below zero) 
by the aggregate amount of prior distributions of cash available for distri-
bution; thereafter, gain shall be allocated 15% to the general partner and 85%
to the limited partners.  Loss from sale shall be allocated 1% to the general
partner and 99% to the limited partners.

3.  FRANCHISE AGREEMENT

The Partnership has entered into a twenty-year franchise agreement with Super 8
Motels, Inc. to provide the Partnership with consultation in the areas of 
design, construction and operation of the motel.  The agreement required 
the payment of an initial fee of $20,000 and ongoing royalties equal to 4% of 
gross room revenues and a chain-affiliated advertising fee equal to 2% of gross
room revenues.

During 1994, the franchise agreement with Super 8 was amended to reduce the 
Partnership's area of protection in exchange for the franchisor reducing by 
one-half the liquidated damages that would be payable by the Partnership in
the event it elects an early termination of the franchise agreement.  The 
area of protection released by the Partnership is small in relation to the 
original area of protection and is to the south and west of the Partnership's
motel, away from Opryland and other growth areas.  In addition, if the 
franchisor grants a franchise in the released area and the occupancy rate 
at the Partnership's motel drops by three or more percentage points for any 
twelve month period, the Partnership may reduce the royalties from 6% to 5%
of gross room sales and reduce the royalties payable for the balance of the
franchise agreement or terminate the franchise agreement upon payment of the 
reduced liquidated damages.  The occupancy rate was 51.81% in 1996 compared 
to 65.38% in 1995 and, therefore, management has notified Super 8 that the 
Partnership is entitled to the reduction in royalties approximately payable 
for the balance of the franchise agreement.

4.  RELATED PARTY TRANSACTIONS

The motel is operated pursuant to a management agreement with GHG Hospitality,
Inc. (GHG).  The agreement provides for the payment of monthly management 
fees of 6% of gross revenues.
  






                              Page 6

<PAGE>

                                  NASHVILLE SUPER 8 LTD.,
                           A California Limited Partnership
                       Notes to Financial Statements (Continued)


The Partnership has agreed to reimburse GHG for certain expenses related to 
services performed in maintaining the books and administering the affairs of
the Partnership. 

GHG and an affiliate, GMS Management Services, Inc. (GMS), allocate to the 
Partnership certain marketing, accounting, and maintenance salaries and 
certain other expenses directly related to the operation of the Partnership. 

Fees and reimbursements for partnership administration expenses paid to GHG 
and GMS for the three months ended March 31 1998 and March 31, 1997 are as 
follows:
<TABLE>
<CAPTION>
                                     Three months Ended     
                                  3/31/98         3/31/97      
<S>                                <C>              <C>  
Management Fees                    $ 13,515         $11,472      
Reimbursement for partnership
 administration expenses           $  5,850         $ 5,598          
Salaries and other
  allocated expenses               $ 10,405         $10,663 
</TABLE>

In addition, all motel employees are paid by GMS.  For the three months ended
March 31, 1998, the Partnership reimbursed GMS $78,626 for the wages of these
employees including a one percent processing fee.  At March 31, 1998, $8,652
was owed to GHG and GMS relating to reimbursement for these operating expenses.

5.  LONG-TERM DEBT

The Partnership has a note payable to a bank due in monthly installments of 
approximately $2,150, including interest at the bank's index rate plus 2% 
(10.5% at March 31, 1998) through August 2009.  The note is secured by a
first priority deed of trust on the Partnership's motel and the unpaid
balance at March 31, 1998 was $162,130.  The fair value of long-term debt 
approximates its carrying amount based on the borrowing rates currently 
available to the Partnership for loans with similar terms.

                                                  (Continued)



                              Page 7

<PAGE>
                                  NASHVILLE SUPER 8 LTD.,
                           A California Limited Partnership
                      Notes to Financial Statements (Continued)


5.  LONG-TERM DEBT (Continued)

Principal payments on this note are due as follows:
<TABLE>
<CAPTION>
                <S>                     <C>
                Apr 1998 - Dec 1998    $  6,587
                1999                      9,519 
                2000                     10,594
                2001                     11,791 
                2002                     13,122 
                Thereafter              110,517 
                                     ----------
                                       $162,130                 
                                       ========
</TABLE>
6.  ADJUSTMENTS

In the opinion of the general partners, all adjustments (consisting solely of 
normal recurring adjustments) necessary for a fair presentation have been 
made to the accompanying figures as of and for the three months ended March 31,
1998.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS

Financial Condition:

On September 1, 1987, the Partnership commenced its public offering pursuant 
to its Prospectus.  On September 27, 1988, the Partnership completed the 
public offering.  The Partnership received $3,449,823 (net of offering costs
of $525,177) from the sale of limited partnership interests.  These funds 
were available for investment in property, to pay legal fees and other costs
related to the investments, to pay operating expenses, and for working capital.
The majority of the proceeds was used to acquire and construct the 110-room 
"economy" motel on approximately 2 acres of land.

Construction of an indoor swimming pool, workout center, and spa and renovations
of the lobby and certain guest rooms were completed in 1995.  The total cost of
the project was approximately $677,300.  The project's cost was funded by 
cash from operations and a loan of $184,258 from First Bank & Trust of 
Tennessee.  As of March 31, 1998, a principal balance of $162,130 was out-
standing on this note.  The note is payable in monthly installments of
approximately $2,150 including interest at two points over the index which 
is the New York Consensus Prime as quoted in the Wall Street Journal.  The 
interest rate at March 31, 1998 was 10.5%.  The final balance is due August
2009.  The note is secured by a first priority deed of trust on the Partner-
ship's motel.


                                     Page 8

<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS, continued

Financial Condition:

An independent appraisal valued the Partnership's motel property at $3,200,000 
as of August 26, 1996.  An update of this appraisal was completed in August 
1997 showing the same value of $3,200,000.  The carrying amount of investment
property on the Partnership's financial statements was $2,986,021 as of 
September 30, 1997.  During 1994, the franchise agreement with Super 8 was 
amended to reduce the Partnership's area of protection in exchange for the 
franchisor reducing by one-half the liquidated damages that would be payable 
by the Partnership in the event it elects an early termination of the 
franchise agreement.  The area of protection released by the Partnership is 
small in relation to the original area of protection and is to the south and 
west of the Partnership's motel, away from Opryland and other growth areas.  
In addition, if the franchisor grants a franchise in the released area and the 
occupancy rate at the Partnership's motel drops by three or more percentage 
points for any twelve month period, the Partnership may reduce the royalties
from 6% to 5% of gross room sales and royalties payable for the balance of 
the franchise agreement or terminate the franchise agreement upon payment of 
the reduced liquidated damages.  The occupancy rate was 51.81% in 1996
compared to 65.38% in 1995 and, therefore, management has notified Super 8 
that the Partnership is entitled to the reduction in royalties payable for 
the balance of the franchise agreement.

At March 31, 1998, the Partnership had cash and cash equivalents of $104,621.  
Such funds will be utilized for working capital requirements and distributions
to partners. 

For the three months ended March 31, 1998, room revenues were $217,847, the 
occupancy rate was 53.17% and the average daily rate was $42.95.  This 
compares to the three months ended March 31, 1998 when room revenues were
$187,789, the occupancy rate was 40.53% and the average daily rate was 
$48.56.

A comparison of first quarter figures from 1997 shows an increase in occupancy 
of 12.64 percentage points with a decrease in Average Daily Rate of $5.61, 
resulting in increased room revenue of $30,058.00.  The motel received a 
Certificate of excellence from Super 8 regarding it's last inspection.

As requested by the limited partners in an informal survey conducted by the 
general partner now that the partnership is nearing its 10th year, the 
majority of the limited partners want the motel to be sold and the partnership 
dissolved.  Consequently, the hotel brokerage firm of Hotel Partners 
International has been engaged by the partnership to market the hotel for 
sale to qualified buyers at the highest and best selling price.  The initial 
listing price is $3,7000,000.  Marketing packages have been sent out to 
hundreds of potential buyers and the level of interest is high.  The general
partner will review all offers and select one or more offers to submit to the
limited partners for approval.

Nashville's new NHL Hockey Team, the Predators, will begin the season in October
1998 with 41 home games.  Also, the  NFL's Tennessee Oilers will be playing all
of their home games in Nashville instead of Memphis, which should bring
increased business for the fall and winter months.





                                   Page 9

<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS, continued

The effect of current operations on liquidity was net cash used in  operating 
activities of $49,344 for the three months ending March 31, 1998.  This 
compares to net cash provided by operating activities of $8,566 for the three 
months ended March 31, 1998.  Investment property expenditures were $3,200.
for the three months ended March 31, 1998.

Seasonality:

The motel business is seasonal with the third quarter being the strongest 
due to the tourist business and the last half of the fourth quarter and the
first half of the first quarter being the weakest.  







                               Page 10
<PAGE>

                              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.

(REGISTRANT)               NASHVILLE SUPER 8 LTD.,
                           A California Limited Partnership
                           By:    GHG Hospitality, Inc.
                           Corporate General Partner               


By   (SIGNATURE)                  / s /   Stephen D. Burchett                   
       (NAME AND TITLE)           Stephen D. Burchett, Vice President
       (DATE)                     May 14, 1998                        


By   (SIGNATURE)                 / s /    Sylvia Mellor Clark                 
       (NAME AND TITLE)          Sylvia Mellor Clark, Controller 
       (DATE)                    May 14, 1998