SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
Commission File Number: 0-19840
NOTIFICATION OF LATE FILING
(Check One): _X_ Form 10-K __ Form 11-K __ Form 20-F __ Form 10-Q
__ Form N-SAR
For Period Ended:
__ Transition Report on Form 10-K__ Transition Report on Form 10-Q
__ Transition Report on Form 20-F__ Transition Report on Form N-SAR
__ Transition Report on Form 11-K
For the Transition Period Ended:
Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
If the notification relates to a portion of the filing checked above,
identify the item(s) to which the notification relates:
PART I
REGISTRANT INFORMATION
Full name of registrant: SHOLODGE, INC.
Former name if applicable
Address of principal executive office (Street and number):
130 Maple Drive North
City, state and zip code: Hendersonville, Tennessee 37075
PART II
RULE 12b-25 (b) AND (c)
If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed. (Check box if appropriate.)__X___
(a) The reasons described in reasonable detail in Part III of this form
could not be eliminated without unreasonable effort or expense;
(b) The subject annual report, semi-annual report, transition report on
Form 10-K, 20-F, 11-K or Form N-SAR, or portion thereof will be
filed on or before the 15th calendar day following the prescribed
due date; or the subject quarterly report or transition report on
Form 10-Q, or portion thereof will be filed on or before the fifth
calendar day following the prescribed due date; and
(c) The accountant's statement or other exhibit required by Rule 12b-
25(c) has been attached if applicable.
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PART III
NARRATIVE
State below in reasonable detail the reasons why Form 10-K, 11-K, 20-F,
10-Q, N-SAR or the transition report portion thereof could not be filed within
the prescribed time period.
The Registrant is unable to complete and file its annual report on Form
10-K for the fiscal year ended December 28, 1997 at this time because the
annual audited financial statements have not been completed. Thie Notification
of Late Filing is accompnaied by a letter from the Registrant's independent
certififed public accountants confirming that the audit has not yet been
completed.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
John W. Titus (615) 252-2341
(Name) (Area Code)(Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d)
of the Securities Exchange Act of 1934 or Section 30 of the Investment Company
Act of 1940 during the preceding 12 months or for such shorter period that the
registrant was required to file such report(s) been filed? If the answer is
no, identify report(s).
_X_ Yes ___ No
(3) Is it anticipated that any significant change in results of
operations from the corresponding period for the last fiscal year will be
reflected by the earnings statements to be included in the subject report or
portion thereof?
___ Yes _X__ No
If so: attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of the results cannot be made.
Exhibits filed herewith:
Exhibit 99.1 Letter from Deloitte & Touche LLP, dated March 27, 1998
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SHOLODGE, INC.
(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: March 30, 1998 By: /s/Leon Moore
Leon Moore, President
DELOITTE & TOUCHE LLP
Suite 2400
424 Church Street
SunTrust Center
Nashville, Tennessee 37219-2396
March 27, 1998
Mr. Michael Corbett, Chief Financial Officer
ShoLodge, Inc.
217 West Main Street
Gallatin, Tennessee 37066
Dear Mr. Corbett:
This is to confirm our conversation today whereby we advised you that
Deloitte & Touche LLP is unable to complete the audit of the consolidated
financial statements of ShoLodge, Inc. (the "Company") as of December 28,
1997 and December 29, 1996 and for the three years in the period ended
December 28, 1997 by March 30, 1998, the statutory due date for the filing,
with the Securities and Exchange Commission, of the Company's Annual Report
on Form 10-K for the year ended December 28, 1997.
Your truly,
/s/ Deloitte & Touche LLP
