SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
___________
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
SUSA PARTNERSHIP, L.P.
(Exact name of registrant as specified in its charter)
Tennessee 62-1554135
(State of incorporation (I.R.S. Employer
or organization) Identification No.)
10440 Little Patuxent Parkway, Suite 1100
Columbia, Maryland 21004
(Address of principal executive offices, including zip code)
___________________________
If this form relates to If this form relates to
the registration of a the registration of a
class of debt securities class of debt securities
and is effective upon and is to become effective
filing pursuant to General simultaneously with the
Instruction A(c)(1), please effectiveness of a concurrent
check the following box: [X] registration statement under
the Securities Act of 1933
pursuant to General
Instruction A(c)(2), please
check the following box: [ ]
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
SUSA Partnership, L.P. New York Stock Exchange
__% Notes due
November 15, 2003
Securities to be registered pursuant to Section 12(g) of the Act:
None
<PAGE>
Item 1. Description of Registrant's Securities to be Registered
A description of the __% Notes due November 15, 2003,
of SUSA Partnership, L.P. (the "Partnership"), is set
forth under "Description of Notes," appearing on pages
S-28 through S-32 of the Prospectus Supplement,
dated November __, 1996, and under "Description of Debt
Securities," appearing on pages 3 through 15 of the
accompanying Prospectus, which, together with the
Prospectus Supplement, will be filed by the Partnership
with the Securities and Exchange Commission pursuant to
Rule 424(b) under the Securities Act of 1933.
Item 2. Exhibits
All exhibits required by Instruction II to Item 2 will
be supplied to the New York Exchange.
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 12 of the
Securities Exchange Act of 1934, the registrant has duly caused
this registration statement to be signed on its behalf by
the undersigned, thereto duly authorized.
SUSA PARTNERSHIP, L.P.
By: Storage USA, Inc., its
General Partner
Dated: November 4, 1996 /s/ Thomas E. Robinson
By: Thomas E. Robinson
President and Chief
Financial Officer
