LONESTAR HOSPITALITY CORP /TX/
10-C, 1996-04-22
SHORT-TERM BUSINESS CREDIT INSTITUTIONS
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                                  SECURITIES AND EXCHANGE COMMISSION
                                        Washington, D.C.  20549

                                              FORM 10-C

        REPORT BY ISSUER OF SECURITIES QUOTED ON THE NASDAQ STOCK MARKETS(SM)

  Filed Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
                                 and Rule 13a-17 or 15d-17 thereunder

                                LONESTAR HOSPITALITY CORPORATION
                          (Exact name of registrant as specified in charter)

                       3131 Turtle Creek Blvd., Suite 1301, Dallas, Texas  75219
                               (Address of Principal Executive Offices)

            Registrant's telephone number, including area code:   (214) 520-9292

                              I.  CHANGE IN NUMBER OF SHARES OUTSTANDING
   Indicate any change (increase or decrease) of 5% or more in the number of
   shares outstanding:

            1.    Title of security:      Common Stock, par value $.01
            2.    Number of shares outstanding before the change:  8,979,181
            3.    Number of shares outstanding after the change:  22,479,181
            4.    Effective date of change:     April 10, 1996
            5.    Method of change: Issuance of stock
            6.    Give brief description of transaction:  

                                               Issued  13,500,000  shares  of
                                               Common  Stock  to  holders  of
                                               Citadel Computer Systems
                                               Incorporated ("Citadel")  in
                                               connection with  merger of the
                                               registrant with Citadel.

                                     II. CHANGE IN NAME OF ISSUER

            1.    Name prior to change:   N/A
            2.    Name after change:      N/A
            3.    Effective date of charter amendment changing name:  N/A
            4.    Date of shareholder approval of change, if required:  N/A



            Date: April 22, 1996         LONESTAR HOSPITALITY CORPORATION


                                         BY: /s/ Steven B. Solomon        

                                           Steven B. Solomon, Chief Operating 
                                           Officer and Secretary



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