James H.M. Sprayregen, P.C. Paul M. Basta Stephen E. Hessler Brian S.

Lennon KIRKLAND & ELLIS LLP 601 Lexington Avenue New York, New York 10022-4611 Telephone: (212) 446-4800 Facsimile: (212) 446-4900 and Anup Sathy, P.C. Marc J. Carmel (admitted pro hac vice) KIRKLAND & ELLIS LLP 300 North LaSalle Chicago, Illinois 60654-3406 Telephone: (312) 862-2000 Facsimile: (312) 862-2200 Counsel to the Debtors and Debtors in Possession UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK In re: INNKEEPERS USA TRUST, et al.,1 Debtors. ) ) ) ) ) ) ) Chapter 11 Case No. 10-13800 (SCC) Jointly Administered

NOTICE OF FILING OF DEBTORS DISCLOSURE STATEMENT AND PLANS OF REORGANIZATION

The list of Debtors in these Chapter 11 Cases along with the last four digits of each Debtors federal tax identification number can be found by visiting the Debtors restructuring website at www.omnimgt.com/innkeepers or by contacting Omni Management Group, LLC at Innkeepers USA Trust c/o Omni Management Group, LLC, 16161 Ventura Boulevard, Suite C, PMB 606, Encino, California 91436. The location of the Debtors corporate headquarters and the service address for their affiliates is: c/o Innkeepers USA, 340 Royal Poinciana Way, Suite 306, Palm Beach, Florida 33480.

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PLEASE TAKE NOTICE THAT, on March 11, 2011, the Court approved the Order (I) Authorizing the Debtors to Enter Into the Amended Commitment Letter with Five Mile Capital II Pooling REIT LLC, Lehman ALI Inc., and Midland Loan Services, (II) Approving the Amended New Party/Midland Commitment Between the Debtors and Midland Loan Services, (III) Approving Fixed/Floating Bidding Procedures, (IV) Approving Bid Protections, (V) Authorizing an Expense Reimbursement to "Bidder D," and (VI) Modifying Cash Collateral Order to Increase Expense Reserve [Docket No. 1009], which approved the Binding Commitment Agreement Regarding the Acquisition and Restructuring of Innkeepers USA Trust, dated January 14, 2011 (as amended, the Commitment Letter).2 PLEASE TAKE FURTHER NOTICE THAT, the Commitment Letter requires that the Fixed/Floating Plan be filed on or before April 8, 2011. PLEASE TAKE FURTHER NOTICE THAT, on April 8, 2011, Innkeepers USA Trust and certain of its affiliates, as debtors and debtors in possession (collectively, the Debtors) filed the following documents: the Disclosure Statement for the Debtors Plans of Reorganization Pursuant to Chapter 11 of the Bankruptcy Code (the Disclosure Statement); the Debtors Plans of Reorganization Pursuant to Chapter 11 of the Bankruptcy Code (the Plan); and the Debtors Motion for Entry of an Order Approving (A) Adequacy of the Disclosure Statement; (B) Certain Dates Related to Confirmation of the Plan; (C) Certain Voting Procedures and the Form of Certain Documents To Be Distributed in Connection with Solicitation of the Plan; and (D) Proposed Voting and General Tabulation Procedures [Docket No. 1095].

PLEASE TAKE FURTHER NOTICE THAT the Plan includes the Fixed/Floating Plan, thereby satisfying the requirement under the Commitment Letter that the Fixed/Floating Plan and Disclosure Statement be filed by April 8, 2011. PLEASE TAKE FURTHER NOTICE THAT the Debtors are continuing to negotiate certain open issues with Lehman, Five Mile, the Special Servicer, and other parties in interest with respect to the Plan and Disclosure Statement. Pursuant to the Commitment Letter, the Fixed/Floating Plan Documents (which include the Fixed/Floating Plan and the Disclosure Statement) must: (i) contain the same treatment and economic terms as set forth in the Commitment Letter and in Appendix A attached thereto (subject to adjustment as agreed to by the parties thereto in each of their reasonable sole discretion) and other terms consistent in all respects with the terms set forth in the Commitment Letter, and (ii) be acceptable in all other respects to the Debtors, Lehman, Five Mile, and the Special Servicer in each of their respective
2

All capitalized terms used but otherwise not defined herein shall have the meanings set forth in the Commitment Letter.

2
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reasonable discretion. All parties rights with respect to the Fixed/Floating Plan are expressly reserved. PLEASE TAKE FURTHER NOTICE THAT the Debtors Disclosure Statement, Plan, and related documents and materials may be obtained (a) from the Debtors Notice and Claims Agent by: (i) visiting http://www.omnimgt.com/innkeepers; (ii) writing to Innkeepers USA Trust c/o Omni Management Group, LLC, 16161 Ventura Boulevard, Suite C, PMB 606, Encino, California, 91436, or (iii) calling (866) 989-6147; or (b) for a fee via PACER (except for Ballots) at http://www.nysb.uscourts.gov. New York, New York Dated: April 8, 2011 /s/ Brian S. Lennon James H.M. Sprayregen, P.C. Paul M. Basta Stephen E. Hessler Brian S. Lennon KIRKLAND & ELLIS LLP 601 Lexington Avenue New York, New York 10022-4611 Telephone: (212) 446-4800 Facsimile: (212) 446-4900 and Anup Sathy, P.C. Marc J. Carmel (admitted pro hac vice) KIRKLAND & ELLIS LLP 300 North LaSalle Street Chicago, Illinois 60654-3406 Telephone: (312) 862-2000 Facsimile: (312) 862-2200 Counsel to the Debtors and Debtors in Possession

3
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