EXHIBIT 10.7(a)

                               FIRST AMENDMENT TO
                      UNSECURED REVOLVING CREDIT AGREEMENT


         This First  Amendment  to Unsecured  Revolving  Credit  Agreement  (the
"Amendment")  is  made  as of  November  24,  1997  by  and  among  Equity  Inns
Partnership, L.P. and Equity Inns/West Virginia Partnership, L.P. (collectively,
"Borrower"),   The  First  National  Bank  of  Chicago,   individually   and  as
"Administrative  Agent",  Credit Lyonnais New York Branch,  individually  and as
"Syndication  Agent" and certain  other  lenders  shown on the  signature  pages
hereof.

         Borrower, Administrative Agent, Syndication Agent and AmSouth Bank have
entered into an Unsecured  Revolving  Credit  Agreement  dated as of October 10,
1997 (the  "Credit  Agreement").  All  capitalized  terms  used  herein  and not
otherwise defined shall have the meanings given to them in the Credit Agreement.

         The other Lenders party to this  Amendment are becoming  parties to the
Credit  Agreement  as of the  date  of  this  Amendment  by  various  assignment
agreements from the initial  Lenders.  To induce such new Lenders to join in the
Credit Agreement,  the Borrower and the Lenders now desire to make certain minor
corrections  and  clarifications  to the  provisions of the Credit  Agreement as
provided herein.

         Therefore,  the Borrower,  the  Administrative  Agent,  the Syndication
Agent and the Lenders agree as follows:

1.       Modifications. The parties agree that the following Sections of the
         Credit Agreement are hereby amended as follows:

         (a)   The definition of  "Unencumbered  Assets" in Section 1.1 is
               hereby amended by adding the words "100% of which,  in the
               aggregate, are" in the first line thereof after "Properties" and
               before "owned".

         (b)   Section  2.10(b)  is hereby  amended  by  deleting  the second
               sentence thereof and replacing it with the following:

               Interest accrued on each Adjusted Alternate Base Rate Advance,
               LIBOR Advance and  Swingline  Loan shall be payable in arrears
               from  time  to time  on  each  of (i)  the  first  day of each
               calendar  month,   (ii)  the  Maturity  Date,  and  (iii)  the
               effective date of any termination of the Aggregate  Commitment
               in full pursuant to Section 2.17.

         (c)   Section 14.13(a)(i) is hereby amended by adding the words
               "modifies the provisions of Section 2.6 regarding the calculation
               of such interest and fees; or" at the end thereof.

         (d)   Section 14.13(a)(iii) is hereby amended by adding the words "a
               voluntary reduction of the Aggregate  Commitment under Section
               2.17 or" after the words "pursuant to" in line 2 thereof.

         (e)   Section 15.1 and the Recitals are hereby amended by correcting
               the reference to Borrower's suite number to Suite 102.

         (f)   Exhibit  H to the  Credit  Agreement,  the form of  Compliance
               Certificate,   is  hereby  replaced  by  corrected  Exhibit  H
               attached hereto.

         (g)   The Borrower hereby confirms that the Scope of Work for
               Environmental Investigations attached  hereto as  Exhibit I is
               the same  document  that was attached as Exhibit I to the Credit
               Agreement.



<PAGE>

         (h)   The  Borrower  hereby  confirms  that the word  "None"  should
               appear  on  Schedule  6.19 to the  Credit  Agreement  and that
               Schedule  7.8 to the Credit  Agreement  should be identical to
               Schedule 6.9 thereof.

         (i)   The  Borrower   hereby   represents   and  warrants  that  the
               Unencumbered  Assets  listed on Schedule 6.26 are all owned by
               the Operating Partnership except for the Properties located in
               West Virginia, which are owned by EIP/WV.

2.       Guarantors' Joinder.  The Borrower has caused the Guarantors to execute
         and return a copy of this Amendment as indicated below.

3.       Continued Effect.  As expressly modified as provided herein, the Credit
         Agreement shall continue in full force and effect.

4.       Counterparts.  This Amendment may be executed  in  counterparts,  which
         shall constitute  a  single   effective   and  binding   document  once
         the Administrative  Agent has received a counterpart executed by each
         party hereto.


         IN WITNESS  WHEREOF,  the parties  have  executed  and  delivered  this
Amendment as of the date first written above.

BORROWER:                           EQUITY INNS PARTNERSHIP, L.P.

                                    By:     Equity Inns Trust,
                                            its general partner


                                    By:     /s/ Donald H. Dempsey
                                            ---------------------
                                    Title:  CFO
                                            ---------------------



                                    EQUITY INNS/WEST VIRGINIA
                                    PARTNERSHIP, L.P.

                                    By:     Equity Inns Services, Inc.,
                                            its general partner


                                    By:     /s/ Donald H. Dempsey
                                            ---------------------
                                    Title:  CFO
                                            ---------------------


<PAGE>


         The  undersigned,  as  Guarantors  under the Credit  Agreement,  hereby
consent to and join in this Amendment and agree that the Guaranty shall continue
in full force and effect.

                                    EQUITY INNS TRUST



                                    By:     /s/ Donald H. Dempsey
                                            ---------------------
                                    Title:  CFO
                                            ---------------------


                                    EQUITY SERVICES, INC.


                                    By:     /s/ Donald H. Dempsey
                                            ---------------------
                                    Title:  CFO
                                            ---------------------


                                    EQUITY INNS, INC.


                                    By:     /s/ Donald H. Dempsey
                                            ---------------------
                                    Title:  CFO
                                            ---------------------


LENDERS:                            THE FIRST NATIONAL BANK OF CHICAGO


                                    By:     /s/ Michael A. Parisi
                                            ---------------------
                                    Title:  Michael A. Parisi
                                            ---------------------
                                            Corporate Banking Officer


                                    CREDIT LYONNAIS NEW YORK BRANCH


                                    By:     /s/ Roderick Rohrbach
                                            ---------------------
                                    Title:  Senior Vice President
                                            ---------------------

                                    NATIONSBANK, N.A.


                                    By:     /s/ Kevin M. Brown
                                            ------------------
                                    Title:  Vice President
                                            ------------------


                                    PNC BANK, KENTUCKY, INC.


                                    By:     /s/ Lee Zoller
                                            --------------
                                    Title:  AVP
                                            --------------


                                    FIRST NATIONAL BANK OF COMMERCE


                                    By:     /s/ Felix Banton
                                            ----------------
                                    Title:  EVP
                                            ----------------

<PAGE>

                                    NATIONAL BANK OF COMMERCE


                                    By:     /s/ Edward L. Simpson
                                            ---------------------
                                    Title:  First Vice President
                                            ---------------------


                                    CRESTAR BANK


                                    By:     /s/ Eric A. Lawrence
                                            ---------------------
                                    Title:  Senior Vice President
                                            ---------------------


                                    UNION PLANTERS NATIONAL BANK


                                    By:      /s/ Elizabeth Kause
                                             -------------------
                                    Title:   Vice President
                                             -------------------


                                    BANK HAPOALIM


                                    By:    /s/John M. Orpen  /s/ Michael J. Byrn
                                           -------------------------------------
                                    Title: John M. Orpen     Michael J. Byrn
                                           -------------------------------------
                                           Vice President    VP-Sr. Lending
                                           -------------------------------------
                                                             Officer
                                           -------------------------------------


                                    CHANG HWA COMMERCIAL BANK, LTD.,
                                    NEW YORK BRANCH


                                            /s/ Wan-Tu Yeh
                                    By:     WAN-TU YEH
                                            --------------------
                                    Title:  VP & General Manager
                                            --------------------


                                    FIRST TENNESSEE BANK


                                    By:     /s/ Bob Nieman
                                            --------------
                                    Title:  Vice President
                                            --------------


ADMINISTRATIVE AGENT:               THE FIRST NATIONAL BANK OF CHICAGO


                                    By:     /s/ Michael A. Parisi
                                            ---------------------
                                    Title:  Michael A. Parisi
                                            ---------------------
                                            Corporate Banking Officer



<PAGE>



SYNDICATION AGENT:                  CREDIT LYONNAIS NEW YORK BRANCH


                                    By:     /s/ Roderick Rohrbach
                                            ---------------------
                                    Title: 
                                            ---------------------


                                    AMSOUTH BANK


                                    By:     /s/ Lawrence Clark
                                            ------------------
                                    Title:  VP
                                            ------------------