As filed with the Securities and Exchange Commission on June 4, 1999.

                                File No. 333-________

                     SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C.  20549

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

                                  FORM S-8
                           REGISTRATION STATEMENT
                                   UNDER
                         THE SECURITIES ACT OF 1933

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

                       SUBURBAN LODGES OF AMERICA, INC.
              (Exact Name of Issuer as Specified in its Charter)

          Georgia                                  58-1781184
-------------------------------             ----------------------
(State or other jurisdiction of               (I.R.S. Employer
incorporation or organization)              Identification Number)

                         300 Galleria Parkway
                              Suite 1200
                        Atlanta, Georgia  30339
         -----------------------------------------------------
         (Address and Zip Code of Principal Executive Offices)


    SUBURBAN LODGES OF AMERICA, INC. STOCK OPTION AND INCENTIVE AWARD PLAN
    ----------------------------------------------------------------------
                       (Full Title of the Plan)


                         Mr. David E. Krischer
                 President and Chief Executive Officer
                         300 Galleria Parkway
                              Suite 1200
                        Atlanta, Georgia 30339
                            (770) 799-5000
-------------------------------------------------------------------------------
(Name, Address and Telephone Number, Including Area Code, of Agent for Service)


                              Copies to:
                            James Steinberg
                        KILPATRICK STOCKTON LLP
          1100 Peachtree Street, Atlanta, Georgia 30309-4530
                       Telephone: (404) 815-6500


                          CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
                                                             Proposed           Proposed
                                                              maximum           maximum
              Title of securities       Amount to          offering price       aggregate            Amount of
               to be registered         be registered        per unit          offering price    registration fee
              ---------------------------------------------------------------------------------------------------
                <S>                      <C>                 <C>                <C>                   <C>

               Common Stock,
               $.01 par value            250,000 shares      $6.8125 <F1>       $1,703,125 <F1>       $502.42
<FN>
<F1>  Determined in accordance with Rule 457(h) under the
      Securities Act of 1933, based on $6.8125, the average of the high
      and low prices quoted on the NASDAQ National Market System on
      June 2, 1999.
</FN>
</TABLE>


INCORPORATION OF DOCUMENTS BY REFERENCE

     This Registration Statement is being filed to register an
additional 250,000 shares of common stock, par value $0.01 per share,
of Suburban Lodges of America, Inc., authorized under the Registrant's
Stock Option and Incentive Award Plan.  The contents of the
Registrant's Registration Statement on Form S-8, registration number
333-11671, filed with the Securities and Exchange Commission on
September 9, 1996, and any amendments thereto, are hereby incorporated
by reference.

EXHIBITS

     The exhibits included as part of this Registration Statement are
as follows:

Exhibit Number                Description
--------------                ------------

5(a) & 23(a)             Opinion and Consent of Counsel to the Registrant

23(b)                    Consent of Deloitte & Touche LLP

24(a)                    Power of Attorney (See Signature Page)


                                  -2-

<PAGE>
<PAGE>
                              SIGNATURES


     Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it
meets all of the requirements for filing on Form S-8 and has duly
caused this Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Atlanta, State
of Georgia, on June 3, 1999.


                         SUBURBAN LODGES OF AMERICA, INC.



                         By: /s/ David E. Krischer
                            --------------------------------------
                            David E. Krischer
                            President and Chief Executive Officer


     Each person whose signature appears below hereby constitutes and
appoints David E. Krischer and Dan J. Berman, and either of them, his
true and lawful attorneys-in-fact with full power of substitution and
resubstitution, for him and in his name, place and stead, in any and
all capacities, to sign any and all amendments (including post-
effective amendments) to this Registration Statement and to cause the
same to be filed, with all exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission,
hereby granting to said attorneys-in-fact and agents, full power and
authority to do and perform each and every act and thing whatsoever
requisite and desirable to be done in and about the premises, as fully
to all intents and purposes as the undersigned might or could do in
person, hereby ratifying and confirming all acts and things that said
attorneys-in-fact and agents, or their substitutes or substitute, may
lawfully do or cause to be done by virtue hereof.

     Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons on the
3rd day of June, 1999, in the capacities indicated.

      Signature                                       Title


                                          Chairman of the Board, Chief
/s/ David E. Krischer                     Executive Officer and President
------------------------                  (PRINCIPAL EXECUTIVE OFFICER)
David E. Krischer


/s/ Dan J. Berman                         Vice President - Franchising and
------------------------                  Director
Dan J. Berman


/s/ Paul A. Criscillis                    Vice President and Chief Financial
----------------------                    Officer (PRINCIPAL FINANCIAL OFFICER)
Paul A. Criscillis

                                 -3-


/s/ Robert E. Schnelle                    Vice President and Treasurer
------------------------                  (PRINCIPAL ACCOUNTING OFFICER)
Robert E. Schnelle


/s/ James R. Kuse                        Director
-----------------------
James R. Kuse


/s/ Michael McGovern                     Director
-----------------------
Michael McGovern


/s/ John W. Speigel                      Director
------------------------
John W. Spiegel

                                -4-

<PAGE>
<PAGE>
                             EXHIBIT INDEX
                                  TO
                  REGISTRATION STATEMENT ON FORM S-8



Exhibit Number                Description
--------------                -----------

5(a) & 23(a)             Opinion and Consent of Counsel to the
                         Registrant

23(b)                    Consent of Deloitte & Touche LLP

24(a)                    Power of Attorney (See Signature Page)






                                -5-
[{"type": "S-8", "sequence": "1", "description": "S-8 REGISTRATION STATEMENT", "secsgml_size_bytes": 7640}]
{"company-data": {"conformed-name": "SUBURBAN LODGES OF AMERICA INC", "cik": "0001011449", "assigned-sic": "7011", "irs-number": "581781184", "state-of-incorporation": "GA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-79961", "film-number": "99640454"}, "business-address": {"street1": "1000 PARKWOOD CIRCLE", "street2": "STE 850", "city": "ATLANTA", "state": "GA", "zip": "30339", "phone": "7709519511"}, "mail-address": {"street1": "1570 NORTHSIDE DR", "city": "ATLANTA", "state": "GA", "zip": "30318"}}
As filed with the Securities and Exchange Commission on June 4, 1999.

                                File No. 333-________

                     SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C.  20549

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

                                  FORM S-8
                           REGISTRATION STATEMENT
                                   UNDER
                         THE SECURITIES ACT OF 1933

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

                       SUBURBAN LODGES OF AMERICA, INC.
              (Exact Name of Issuer as Specified in its Charter)

          Georgia                                  58-1781184
-------------------------------             ----------------------
(State or other jurisdiction of               (I.R.S. Employer
incorporation or organization)              Identification Number)

                         300 Galleria Parkway
                              Suite 1200
                        Atlanta, Georgia  30339
         -----------------------------------------------------
         (Address and Zip Code of Principal Executive Offices)

    SUBURBAN LODGES OF AMERICA, INC. STOCK OPTION AND INCENTIVE AWARD PLAN
    ----------------------------------------------------------------------
                       (Full Title of the Plan)

                         Mr. David E. Krischer
                 President and Chief Executive Officer
                         300 Galleria Parkway
                              Suite 1200
                        Atlanta, Georgia 30339
                            (770) 799-5000
-------------------------------------------------------------------------------
(Name, Address and Telephone Number, Including Area Code, of Agent for Service)

                              Copies to:
                            James Steinberg
                        KILPATRICK STOCKTON LLP
          1100 Peachtree Street, Atlanta, Georgia 30309-4530
                       Telephone: (404) 815-6500

                          CALCULATION OF REGISTRATION FEE
Proposed           Proposed
                                                              maximum           maximum
              Title of securities       Amount to          offering price       aggregate            Amount of
               to be registered         be registered        per unit          offering price    registration fee
              ---------------------------------------------------------------------------------------------------
Common Stock,
               $.01 par value            250,000 shares      $6.8125
$1,703,125
$502.42
Determined in accordance with Rule 457(h) under the
      Securities Act of 1933, based on $6.8125, the average of the high
      and low prices quoted on the NASDAQ National Market System on
      June 2, 1999.
INCORPORATION OF DOCUMENTS BY REFERENCE

     This Registration Statement is being filed to register an
additional 250,000 shares of common stock, par value $0.01 per share,
of Suburban Lodges of America, Inc., authorized under the Registrant's
Stock Option and Incentive Award Plan.  The contents of the
Registrant's Registration Statement on Form S-8, registration number
333-11671, filed with the Securities and Exchange Commission on
September 9, 1996, and any amendments thereto, are hereby incorporated
by reference.

EXHIBITS

     The exhibits included as part of this Registration Statement are
as follows:

Exhibit Number                Description
--------------                ------------

5(a) & 23(a)             Opinion and Consent of Counsel to the Registrant

23(b)                    Consent of Deloitte & Touche LLP

24(a)                    Power of Attorney (See Signature Page)

                                  -2-
SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it
meets all of the requirements for filing on Form S-8 and has duly
caused this Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Atlanta, State
of Georgia, on June 3, 1999.

                         SUBURBAN LODGES OF AMERICA, INC.

                         By: /s/ David E. Krischer
                            --------------------------------------
                            David E. Krischer
                            President and Chief Executive Officer

     Each person whose signature appears below hereby constitutes and
appoints David E. Krischer and Dan J. Berman, and either of them, his
true and lawful attorneys-in-fact with full power of substitution and
resubstitution, for him and in his name, place and stead, in any and
all capacities, to sign any and all amendments (including post-
effective amendments) to this Registration Statement and to cause the
same to be filed, with all exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission,
hereby granting to said attorneys-in-fact and agents, full power and
authority to do and perform each and every act and thing whatsoever
requisite and desirable to be done in and about the premises, as fully
to all intents and purposes as the undersigned might or could do in
person, hereby ratifying and confirming all acts and things that said
attorneys-in-fact and agents, or their substitutes or substitute, may
lawfully do or cause to be done by virtue hereof.

     Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons on the
3rd day of June, 1999, in the capacities indicated.

      Signature                                       Title

                                          Chairman of the Board, Chief
/s/ David E. Krischer                     Executive Officer and President
------------------------                  (PRINCIPAL EXECUTIVE OFFICER)
David E. Krischer

/s/ Dan J. Berman                         Vice President - Franchising and
------------------------                  Director
Dan J. Berman

/s/ Paul A. Criscillis                    Vice President and Chief Financial
----------------------                    Officer (PRINCIPAL FINANCIAL OFFICER)
Paul A. Criscillis

                                 -3-

/s/ Robert E. Schnelle                    Vice President and Treasurer
------------------------                  (PRINCIPAL ACCOUNTING OFFICER)
Robert E. Schnelle

/s/ James R. Kuse                        Director
-----------------------
James R. Kuse

/s/ Michael McGovern                     Director
-----------------------
Michael McGovern

/s/ John W. Speigel                      Director
------------------------
John W. Spiegel

                                -4-
EXHIBIT INDEX
                                  TO
                  REGISTRATION STATEMENT ON FORM S-8

Exhibit Number                Description
--------------                -----------

5(a) & 23(a)             Opinion and Consent of Counsel to the
                         Registrant

23(b)                    Consent of Deloitte & Touche LLP

24(a)                    Power of Attorney (See Signature Page)

                                -5-