EXTENDED STAY AMERICA INC
424B5, 1996-08-12
HOTELS & MOTELS
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                                                  Filed Pursuant to Rule 424B(5)
                                                        Registration No. 333-102


                    SUPPLEMENT NO. 3 DATED AUGUST 9, 1996 TO
           PROSPECTUS DATED JULY 5, 1996 RELATING TO 3,468,000 SHARES


  On July 29, 1996, the Company completed the proposed acquisition of the KHEC
Facility on substantially the terms described on page 11 of the Prospectus.
Accordingly, all references in the Prospectus to the acquisition of the KHEC
Facility as "proposed" should be revised to give effect to its consummation.


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