Table of Contents

~~Table~~SECURITIES ofAND ~~Contents~~EXCHANGE COMMISSION Washington, DC 20549

~~SECURITIES~~FORM ~~AND EXCHANGE COMMISSION~~8-K ~~Washington, DC 20549~~

~~FORM~~CURRENT ~~8-K~~REPORT

~~CURRENT~~PURSUANT ~~REPORT~~TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

~~PURSUANT~~November 7, TO2001 ~~SECTION 13 OR 15~~(dNovember 5, 2001) Date OFof ~~THE SECURITIES~~Report ~~EXCHANGE~~(Date ~~ACT~~of OFearliest ~~1934~~event reported)

~~November 5,~~SUSA ~~2001 (October 31~~PARTNERSHIP, ~~2001)~~L.P. ~~Date of Report (Date of earliest event reported)~~

~~SUSA PARTNERSHIP, L.P.~~ (Exact name of registrant as specified in its charter)

Tennessee		001-12403		62-1554135
(State or other jurisdiction of incorporation)		(Commission File No.)		(I.R.S. Employer Identification No.)

175 Toyota Plaza, Suite 700
Memphis, Tennessee 38103
(Address of principal executive offices)

(901) 252-2000
(Registrant’s telephone number, including area code)

N/A (former name or former address, if changed since last report)

~~TABLE~~INFORMATION OFTO ~~CONTENTS~~BE INCLUDED IN REPORT

Item 5. Other Events. ~~Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. SIGNATURE PRESS RELEASE~~

~~Table~~ On ofMonday, ~~Contents~~November 5, 2001, the Registrant received from Security Capital Group Incorporated the proposal included as Exhibit 99.1. On Wednesday, November 7, 2001, the Registrant issued the press release attached hereto as Exhibit 99.2.

~~INFORMATION~~Item 7. TOFinancial BEStatements, ~~INCLUDED~~Pro INForma ~~REPORT~~Financial Information and Exhibits.

~~Item 5.~~a) ~~Other~~Financial ~~Events~~Statements.

On October 31, 2001, Storage USA, Inc., the general partner of the Registrant, issued a press release announcing its financial results for the third quarter of 2001. The press release is attached as Exhibit 99. Several exhibits included in the original release (Exhibits A, F and G) have been updated to reflect an immaterial reclassification between accounts within the Company’s consolidated statement of operations. The attached press release includes these updated exhibits. None

~~Item 7.~~b) ~~Financial Statements,~~ Pro Forma Financial Information ~~and Exhibits~~.

~~a) Financial Statements.~~ None

~~None~~c) Exhibits.

b) Pro Forma Financial Information.


Number		Exhibit

99.1		Proposal from Security Capital Group Incorporated, dated November 5, 2001 (incorporated herein by reference to that certain Schedule 13D/A filed by Security Capital Group Incorporated on November 6, 2001 (SEC File No. 005-43891))




99.2		Press Release, dated November 7, 2001

~~None~~SIGNATURE

c)Pursuant ~~Exhibits~~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.

~~Table~~EXHIBIT ~~of Contents~~INDEX

SIGNATURE


99.1		Proposal from Security Capital Group Incorporated, dated November 5, 2001 (incorporated herein by reference to that certain Schedule 13D/A filed by Security Capital Group Incorporated on November 6, 2001 (SEC File No. 005-43891))




99.2		Press Release, dated November 7, 2001

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.

		SUSA PARTNERSHIP, L.P.
		By: STORAGE USA, INC. General Partner
Date:	November 5, 2001	By: /s/ Christopher P. Marr Christopher P. Marr Chief Financial Officer

EXHIBIT INDEX

99 Press Release, dated October 31, 2001.

SUSA PARTNERSHIP, L.P.

Press Release, dated October 31, 2001.

By: STORAGE USA, INC. General Partner

Date: November 7, 2001

By: /s/ John W. McConomy

John W. McConomy Executive Vice President, General Counsel and Secretary

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