SECURITIES AND EXCHANGE COMMISSION ~~WASHINGTON, D.C. 20549~~

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

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

DATE OF REPORT ~~January 16, 2003 (Date of earliest event reported)~~

May 1, 2003

(Date of earliest event reported)

Commission File Number	Exact name of registrants as specified in their charters, state of incorporation, address of principal executive offices, and telephone number	I.R.S. Employer Identification Number
0-22164	RFS Hotel Investors, Inc. A Tennessee Corporation 850 Ridge Lake Boulevard, Suite 300 Memphis, Tennessee 38120 Telephone (901) 767-7005	62-1534743
333-84334	RFS Partnership, L.P. A Tennessee Partnership 850 Ridge Lake Boulevard, Suite 300 Memphis, Tennessee 38120 Telephone (901) 767-7005	62-1541639

This combined Form 8-K is filed separately by two registrants: RFS Hotel Investors, Inc., issuer of ~~Item~~ publicly 5traded common stock on the New York Stock Exchange, and RFS Partnership, L.P., ~~Other~~issuer ~~Events~~ of public debt. Information contained herein relating to either individual registrant is filed by such registrant solely on its own behalf. Each registrant makes no representation as to information relating exclusively to the other registrant.

OnITEM ~~October 31, 2002, RFS Hotel Investors, Inc~~9. ~~and~~REGULATION ~~RFS~~FD ~~Partnership,~~DISCLOSURE ~~L.P. concluded an amendment~~ and ~~extension~~ITEM ~~of its $140 million line of credit~~12. ~~The~~RESULTS ~~Sixth~~OF ~~Amended~~OPERATIONS ~~and~~AND ~~Restated~~FINANCIAL ~~Revolving Credit Agreement and related exhibits are included as exhibits and incorporated herein~~CONDITION.

This Current Report on Form 8-K and the earnings press release attached hereto are being furnished by the Registrants pursuant to Item 712 of Form 8-K, in accordance with SEC Release Nos. ~~Financial~~33-8216; ~~Statements~~34-47583, ~~and~~insofar ~~Exhibits~~ as they disclose historical information regarding the Registrants’ results of operations or financial condition for the first quarter ended March 31, 2003.

10.1	Sixth Amended and Restated Revolving Credit Agreement dated October 31, 2002.
10.1a	Promissory Note of Bank of America, N.A.
10.1b	Promissory Note of First Tennessee Bank, National Association
10.1c	Promissory Note of PNC Bank, National Association
10.1d	Promissory Note of AmSouth Bank
10.1e	Promissory Note of Wells Fargo Bank, N.A.
10.1f	Promissory Note of Wachovia Bank, National Association
10.1g	Promissory Note of Union Planters Bank, N.A.
10.1h	Promissory Note of Credit Suisse First Boston, Cayman Islands Branch
10.1i	Legal Opinion of Wyatt, Tarrant & Combs, LLP

On May 1, 2003, RFS Hotel Investors, Inc. (the “Company”), issued a press release regarding its earnings for the first quarter ended March 31, 2003. A copy of this release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.

2The press release contains financial information for RFS Partnership, L.P., which is substantially similar to the standalone operations of the Company. Accordingly, this report is also being furnished on behalf of each such registrant.

In accordance with General Instruction B.6 of Form 8-K, the information in this Current Report on Form ~~SIGNATURE~~ 8-K, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

~~Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrants have duly caused this report to be signed on their behalf by the undersigned, thereto duly authorized.~~ SIGNATURE

Dated as of January 16, 2003	RFS HOTEL INVESTORS, INC. RFS PARTNERSHIP, L.P.
	By:	Dennis M. Craven
	Its:	Vice President & Chief Accounting Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrants have duly caused this report to be signed on their behalf by the undersigned, thereto duly authorized.

		RFS HOTEL INVESTORS, INC.
		RFS PARTNERSHIP, L.P.
		Registrants


		/s/ Dennis M. Craven
		Dennis M. Craven, Vice President & Chief
May 1, 2003		Accounting Officer
Date		(Principal Accounting Officer)

~~QuickLinks~~2

Filing Compare · RFS PARTNERSHIP LP