SHURGARD STORAGE CENTERS INC
10-Q/A, 1995-07-31
TRUCKING & COURIER SERVICES (NO AIR)
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                         FORM 10-Q/A #3
               SECURITIES AND EXCHANGE COMMISSION
                      Washington, DC 20549

(Mark One)

[X] QUARTERLY  REPORT  PURSUANT  TO  SECTION  13  OR  15(d)  OF  THE
    SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended  March 31, 1995

                                 OR

[  ]  TRANSITION  REPORT  PURSUANT TO SECTION 13  OR  15(d)  OF  THE
    SECURITIES EXCHANGE ACT OF 1934

For the transition period from                 to


For Quarter Ended  March 31, 1995  Commission file number  0-23466

                            SHURGARD STORAGE CENTERS, INC.
       (Exact name of registrant as specified in its charter)

           DELAWARE                            91-1603837
(State or other jurisdiction of              (IRS Employer
incorporation or organization)               Identification No.)
                                  
  1201-3RD AVENUE, SUITE 2200, SEATTLE, WASHINGTON        98101
  (Address of principal executive offices)              (Zip Code)


(Registrant's  telephone  number, including  area  code)    206-624-8100


     Indicate by check mark whether the registrant (1) has filed all
reports  required  to  be  filed by  Section  13  or  15(d)  of  the
Securities  Exchange Act of 1934 during the preceding 12 months  (or
for  such  shorter period that the registrant was required  to  file
such  reports), and (2) has been subject to such filing requirements
for the past 90 days.
                                                         Yes  X   No

    Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practicable date.
     Shares outstanding at May 8, 1995:
     Class A Common Stock, $.001 par value, 18,095,988 shares outstanding
     Class B Common Stock, $.001 par value, 154,604 shares
     outstanding


<PAGE>
Item 4. Submission of Matters to a Vote of Security Holders

At the Company's Special Meeting of Shareholders held on March 21,
1995, the shareholders voted to approve the merger of Shurgard
Incorporated with and into Shurgard Storage Centers, Inc. pursuant
to an Agreement and Plan of Merger dated December 19, 1994.  There
were 10,068,323 shares cast in favor of, 527,656 shares cast
against, and 801,713 shares abstaining from voting on the
resolution.

                              SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.


                      SHURGARD STORAGE CENTERS, INC.

Date:  July 31, 1995  By: /s/ Harrell Beck
                      -----------------------------------------------
                          Harrell Beck
                          Chief Financial Officer and Authorized Signatory




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