SECURITIES AND EXCHANGE COMMISSION

                     Washington, D.C.  20549

                          -------------

                            FORM 8-K

                         CURRENT REPORT



             Pursuant to Section 13 or 15(d) of the

                 Securities Exchange Act of 1934


                          June 11, 1999
        Date of Report (Date of earliest event reported)



                   Supertel Hospitality, Inc.
     (Exact name of registrant as specified in its charter)


         Delaware               0-23536           47-0774097
     (State or other          (Commission       (IRS Employer
     jurisdiction of          File Number)    Identification No.)
     incorporation)


     309 North 5th Street, Norfolk, Nebraska        68701
     (Address of principal executive offices)     (Zip Code)



                Registrant's telephone number, including area code
                               (402) 371-2520








Item 5.   OTHER EVENTS.

     On June 11, 1999,  Supertel  Hospitality,  Inc.  ("Supertel")  and Humphrey
Hospitality Trust, Inc. issued a press release announcing that the companies had
executed an Agreement and Plan of Merger,  whereby  Supertel will merge with and
into  Humphrey  Hospitality.  The press release and Agreement and Plan of Merger
are filed hereto as exhibits.

Item 7.   Financial Statements and Exhibits.

         (c)      Exhibits

                  Exhibit 99.1      Press Release dated June 11, 1999

                  Exhibit 99.2      Agreement and Plan of Merger





                                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 hereunto duly authorized.

                                          SUPERTEL HOSPITALITY, INC.



June 11, 1999                             By:  /s/ Paul Schulte
                                             --------------------------
                                               Paul Schulte
                                               President and
                                               Chief Executive Officer