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                                  EXHIBIT 10.14

                              [COMPANY LETTERHEAD]

June 2, 1997

Mr. James E. Roos
5512 Ash Creek Lane
Plano, Texas 75093

Dear Jim:

I am very pleased that you and I have reached agreement on your joining
Candlewood Hotel Company as our President. To outline the major issues of our
agreement, the following is written:


                                  
Salary                 $165,000 per year
Options                $100,000 priced on the day of your joining the company 
Signing Bonus          $ 25,000 guaranteed 
Additional Bonus       $ 25,000 if the company meets the 1997 budget
                                which was presented to the Board at the 
                                last meeting 
Relocation             $ 68,675 to be paid during the first week of your 
                                employment


Separation Agreement - In the event the company is sold in the first 24 months
of your employment and, as a result of such sale, your job is eliminated, you
will receive a separation payment of $200,000.

It is my understanding that you will inform your present employer of your desire
to make a change on Wednesday of this week and that your intention is to join
the company on June 16. Jim, I am very aware of your commitment to your present
company and I certainly will understand if this date moves because of their
desire for you to make a transition easier for them.

I believe this covers our discussions and I am very excited to welcome you to
Candlewood. Jim, we are keeping this confidential until such time as you tell me
you have informed your present employer. Then I think we should go ahead and
make the public announcement. Let's be in touch.

Yours truly,

/s/ JACK P. DEBOER

Jack P. DeBoer
Chairman and Chief Executive Officer