SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* ELSZTAIN EDUARDO S (Last) (First) (Middle) BOLIVAR 108 BUENOS AIRES ARGENTINA (Street) SOUTH AMERICA C1 066AAD (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 02/01/2012	3. Issuer Name and Ticker or Trading Symbol SUPERTEL HOSPITALITY INC [ SPPR ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year) 02/13/2012
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Series C Cumulative Convertible Preferred Shares	2,100,000	I	See Footnote(1)(2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Option to Purchase shares of common stock.	02/01/2012	01/31/2017	Common shares	21,000,000	$1.2	I	See Footnote(3)

1. Name and Address of Reporting Person* ELSZTAIN EDUARDO S (Last) (First) (Middle) BOLIVAR 108 BUENOS AIRES ARGENTINA (Street) SOUTH AMERICA C1 066AAD (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Ifis LTD (Last) (First) (Middle) FLORIDA 537, PISO 18? (Street) BUENOS AIRES C1 C1005AAK (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* TYRUS STOCK CORP (Last) (First) (Middle) PLAZA INDEPENDENCIA 811, PB (Street) MONTEVIDEO X3 11100 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* AGROINVESTMENT STOCK CORP (Last) (First) (Middle) RUTA 8, KM. 17.500 EDIFICIO 3, LOCAL 3 (Street) MONTEVIDEO X3 91600 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* CONSULTORES VENTURE CAPITAL URUGUAY STOCK CORP (Last) (First) (Middle) RUTA 8, KM. 17.500 EDIFICIO 3, LOCAL 3 (Street) MONTEVIDEO X3 91600 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* REAL ESTATE STRATEGIES LP (Last) (First) (Middle) 2 CHURCH STREET (Street) HAMILTON D0 HM CX (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* INVERSIONES FINANCIERAS DEL SUR STOCK CORP (Last) (First) (Middle) RUTA 8, KM. 17.500 EDIFICIO 3, LOCAL 3 (Street) MONTEVIDEO X3 91600 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* IRSA INVESTMENTS & REPRESENTATIONS INC (Last) (First) (Middle) (Street) (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* CRESUD INC (Last) (First) (Middle) (Street) (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* CONSULTORES ASSETS MANAGEMENT STOCK CORP (Last) (First) (Middle) BOLIVAR 108, PISO 2? (Street) BUENOS AIRES C1 C1066AAD (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. The filing of the group members included in this amended Form 3 filing were inadvertently omitted from the filing of the original Form 3 on February 13, 2012.

2. Please see Exhibit.

3. Please see Exhibit.

Remarks:

This Form 3/A is being filed in two parts because of the ten person reporting limitation of the electronic system. Part 2 is being filed by the following reporting persons: CONSULTORES VENTURE CAPITAL LTD, JIWIN STOCK CORP., IDALGIR STOCK CORP., and EFANUR STOCK CORP.

	/S/ Eduardo S. Elsztain	02/16/2012
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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