<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. _________)*
CHOICE HOTELS INTERNATIONAL, INC.
------------------------------------------------------------------
(Name of Issuer)
Common Stock
------------------------------------------------------------------
(Title of Class of Securities)
170-380-10-9
----------------------------
(CUSIP Number)
Patricia Bowditch (301) 495-4400
8737 Colesville Road, Suite 800, Silver Spring, MD 20910
___________________________________________________________________
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
March 18, 1997
----------------------------------------------------------------
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b) (3) or (4), check the following box ( ).
Check the following box if a fee is being paid with this statement (X).
(A fee is not required only if the filing person: (1) has a previous statement
on file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7).
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
<PAGE>
CUSIP No. 170-380-10-9 13D Page 2 of 5
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Bruce Bainum
SS #: ###-##-####
2 Check the Appropriate Box if a Member of a Group*
(a) ( ) (b) ( )
3 SEC Use Only
4 Source of Funds
00
5 Check Box if Disclosure of Legal Proceeding is Required Pursuant to Items
2(C) or 2(E) ( )
6 Citizenship or Place of Organization
USA
Number of Shares Beneficially
Owned by Each Reporting Person with:
<TABLE>
<CAPTION>
<S> <C> <C>
7 Sole Voting Power 94,500
8 Shared Voting Power 5,417,802
9 Sole Dispositive Power 94,500
10 Shared Dispositive Power 5,417,802
</TABLE>
11 Aggregate Amount Beneficially Owned by Each Reporting Person
5,512,302
12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
13 Percent of Class Represented by Amount in Row (11)
8.8%
14 Type of Reporting Person
IN
<PAGE>
CUSIP No. 170-380-10-9 13D Page 3 of 5
Item 1. Security and Issuer
(a) Name of Issuer:
Choice Hotels International, Inc.
(b) Address of Issuer's Principal Executive Offices:
10750 Columbia Pike
Silver Spring, MD 20901
(c) Title and Class of Securities:
Common Stock
Item 2. Identify and Background
(a) Name:
Bruce Bainum
(b) Business Address:
8737 Colesville Road, Suite 800
Silver Spring, MD 20910
(c) Present Principal Employment:
Professor of Psychology
(d) Record of Convictions:
During the last five years, Bruce Bainum has not been convicted
in a criminal proceeding (excluding traffic violations or similar
misdemeanors.)
(e) Record of Civil Proceedings:
During the last five years, Bruce Bainum has not been convicted
in a criminal proceeding of a judicial or administrative body of
competent jurisdiction and as a result of such proceeding was or
is subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating such activities
subject to, federal or state securities laws or finding any
violation with respect to such laws.
(f) Citizenship:
Reporting Person is a citizen of the United States.
Item 3. Source and Amount of Funds or Other Consideration
The Reporting Person utilized no funds in the acquisition of the
securities of the issuer triggering the filing of this 13D. The
securities were owned by a corporation in which the Reporting Person's
trust acquired voting stock and now shares voting and dispositive
control. The shares have been previously reported by other family
members already subject to the reporting requirements of Schedule 13G
or Schedule 13D.
Item 4. Purpose of Transaction
The securities were owned by a corporation in which the Reporting
Person's trust acquired voting stock and now shares voting and
dispositive control. The shares have been previously reported by other
family members already subject to the reporting requirements of
Schedule 13G or Schedule 13D.
The Reporting Person has no present plans or intentions which would
result in or relate to any of the transactions described in
Subparagraphs (a) through (j) of Item 4 of Schedule 13D.
Item 5. Interest in Securities of the Issuer
(a) Amount and percentage beneficially owned:
Reporting Person: 5,512,302 shares, including 94,500 shares
owned directly by Mr. Bainum. Also includes 1,779,628 shares
owned by Mid Pines Associates Limited Partnership ("Mid Pines"),
in which Mr. Bainum is a general partner and has shared voting
authority, 3,568,869 shares owned by Realty Investment Company,
Inc. ("Realty") in
<PAGE>
CUSIP No. 170-380-10-9 13D Page 4 of 5
which Mr. Bainum's trust has voting stock and shares voting
authority and 70,305 shares owned by the Commonweal Foundation,
in which Mr. Bainum is a Director and has shared voting
authority.
(b) Number of shares as to which such person has:
(i) Sole Voting Power 94,500
(ii) Shared Voting Power 5,417,802
(iii) Sole Dispositive Power 94,500
(iv) Shared Dispositive Power 5,417,802
Reporting Person may be deemed to share power to vote and
dispose of shares (i) held by Mid Pines with siblings who are
also general partners, (ii) held by Commonweal Foundation with
other Directors of Commonweal Foundation, and (iii) held by
Realty with parents and siblings who also have voting stock.
(c) Schedule of transactions effected in the last sixty days.
Not applicable
(d) Ownership of more than five percent on behalf of Another Person:
To the extent that shares of the issuer identified in Item 5(a)
are held by corporations or partnerships, other shareholders and
partners, respectively, have the right to receive dividends
from, or the proceeds from the sale of the shares to the extent
of their proportionate interests in such entities. To the best
of the reporting person's knowledge, other than Stewart and Jane
Bainum, the reporting person's parents, and Stewart Bainum, Jr.,
Roberta Bainum and Barbara Bainum, the reporting person's
siblings, no other person has such interest relating to more
than 5% of the outstanding class of securities.
(e) Ownership of Less than Five Percent:
Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer
Not applicable.
<PAGE>
CUSIP No. 170-380-10-9 13D Page 5 of 5
Item 7. Material to be Filed as Exhibits
None
Signature
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: March 24, 1997
/s/ Bruce Bainum
-------------------------------------------
Bruce Bainum
