UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549
                                   FORM 10-K/A
                                 Amendment No. 1
(Mark One)

[x]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE
     ACT OF 1934

                   For the fiscal year ended December 31, 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 0-24097

                        CNL HOSPITALITY PROPERTIES, INC.
             (Exact name of registrant as specified in its charter)

          Maryland                                    59-3396369
(State or other jurisdiction of           (I.R.S. Employer Identification No.)
incorporation or organization)

                             450 South Orange Avenue
                             Orlando, Florida 32801
          (Address of principal executive offices, including zip code)

       Registrant's telephone number, including area code: (407) 650-1000

           Securities registered pursuant to Section 12(b) of the Act:

Title of each class:                   Name of exchange on which registered:
       None                                      Not Applicable

           Securities registered pursuant to Section 12(g) of the Act:

                     Common Stock, $0.01 par value per share
                                (Title of class)

     Indicate  by check mark  whether the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934 during the preceding 12 months (or 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

     Indicate by check mark if disclosure of delinquent  filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ ]

     Aggregate  market  value of the voting stock held by  nonaffiliates  of the
registrant: The registrant registered an offering of shares of common stock (the
"Shares")  on Form S-11 under the  Securities  Act of 1933,  as  amended.  As of
February 17, 2000,  29,939,869 shares were beneficially owned by non-affiliates.
Since no established market for such Shares exists, there is no market value for
such Shares. Each Share was originally sold at $10 per Share.

     The number of Shares of common stock  outstanding  as of February 17, 2000,
was 31,371,829.


<PAGE>






         The Form 10-K of CNL Hospitality  Properties,  Inc. (the "Company") for
the year ended  December 31, 1999, is being  amended to include,  in Item 14(d),
summarized financial information of Marriott  International,  Inc. ("Marriott").
Marriott is a guarantor of lease  payments for two of the Company's  tenants who
are leasing  amounts that represent more than 20 percent of the Company's  total
assets as of December 31, 1999. This summarized information was not available to
the  Company  at the time the  Company  filed its Form  10-K for the year  ended
December 31, 1999.

                                     PART IV

(d)      Other Financial Information

         The following summarized information is filed as part of this report as
         a result  of  Marriott  guaranteeing  lease  payments  for two  tenants
         relating to lease properties  representing  more than 20 percent of the
         Company's  total  assets  as  of  December  31,  1999.  The  summarized
         financial  information  presented  for Marriott as of December 31, 1999
         and 1998, and for each of the years ended  December 31, 1999,  1998 and
         1997,  was  obtained  from the Form  10-K  filed by  Marriott  with the
         Securities  and  Exchange  Commission  for the year ended  December 31,
         1999.


                  Marriott International, Inc. and Subsidiaries
                             Selected Financial Data
                      (in Millions, except per share data)

Consolidated Balance Sheet Data:
                                                  December 31,
                                              1999            1998
                                              ----            ----

Current assets                               $1,600          $1,333
Noncurrent assets                             5,724           4,900
Current liabilities                           1,743           1,412
Noncurrent liabilities                        2,673           2,251



Consolidated Statement of Income Data:
                                           Year Ended December 31,
                                      1999            1998            1997
                                      ----            ----            ----

Gross revenues                         $8,771          $8,004          $7,268

Costs and expenses                      8,371           7,614           6,944

Net income                                400             390             324

Basic earnings per share                 1.62            1.56            1.27

Diluted earnings per share               1.51            1.46            1.19








<PAGE>








                                   SIGNATURES

         Pursuant to the  requirements  of Section 13 or 15(d) 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,  on the 17th day of
March, 2000.

                           CNL HOSPITALITY PROPERTIES, INC.

                           By:      ROBERT A. BOURNE
                                    President

                                    /s/ Robert A. Bourne
                                    ---------------------------
                                    ROBERT A. BOURNE


<PAGE>


         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
this  report has been  signed  below by the  following  persons on behalf of the
Registrant and in the capacities and on the dates indicated.

<TABLE>
<CAPTION>

              Signature                                    Title                                   Date

<S> <C>

/s/ James M. Seneff, Jr.                   Chairman   of  the   Board  and  Chief              March 17, 2000
----------------------------               Executive      Officer      (Principal
James M. Seneff, Jr.                       Executive Officer)




/s/ Robert A. Bourne                       Vice Chairman and President                         March 17, 2000
---------------------------
Robert A. Bourne



/s/ Matthew W. Kaplan                      Director                                            March 17, 2000
---------------------------
Matthew W. Kaplan



/s/ C. Brian Strickland                    Vice     President,      Finance     &              March 17, 2000
---------------------------                Administration   (Principal  Financial
C. Brian Strickland                        and Accounting Officer)



/s/ Charles E. Adams                       Independent Director                                March 17, 2000
---------------------------
Charles E. Adams



/s/ Lawrence A. Dustin                     Independent Director                                March 17, 2000
---------------------------
Lawrence A. Dustin



/s/ John A. Griswold                       Independent Director                                March 17, 2000
----------------------------
John A. Griswold



/s/ Craig M. McAllaster                    Independent Director                                March 17, 2000
----------------------------
Craig M. McAllaster
</TABLE>