Supertel Hospitality (SPPR)

Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

On July 21, 2006, the Company issued 10,620 shares of common stock upon the conversion of 6,000 shares of the Series A Convertible Preferred Stock , at a conversion price of $5.66 per share of common stock (equivalent to a conversion rate of 1.77 shares of common stock for each share of Series A Convertible Preferred Stock). The shares of common stock were issued without registration under the Securities Act of 1933, as amended, in reliance upon the exemption from registration provided under Section 3(a)(9) of the Securities Act. The Company received no additional consideration for the conversion.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

On June 9, 2005, the Company issued 4,434 shares of common stock, par value $0.01 per share, in connection with the redemption of 4,434 common operating partnership units in SLP, in accordance with the terms of the partnership units. The issuance of the shares was exempt from registration pursuant to Section 3(a)(9) of the Securities Act of 1933, as amended. No underwriter was involved in the redemption and issuance.