SecProbe.io

July 29 , 2013

Via E-mail
Mr. David L. White
Senior  Vice President , Chief Financial Officer and Treasurer
Choice Hotels International, Inc.
10750 Columbia Pike
Silver Spring, Maryland 20901

Re: Choice Hotels International, Inc.
 Form 10 -K for the year ended December 31, 2012
Filed on February 2 8, 2013
File No. 001-13393

Dear Mr. White :

We have reviewed your filing an d have the following comment s.  In our comment s, we
may ask you to  provide us with information so we may better understand your disclosure.

Please respond to this letter via EDGAR within ten business days by provi ding the
requested information or by advising us when you will provide the requested response.   If you do
not believe our comment s apply to your facts and circumstances , please tell us why in your
response.

After reviewing the information you provide in response to these comment s, we may
have  additional comments.

Form 10 -K for the year ended December 31, 2 012

Franchise System, page 10

1. We note, in footnote 1, that you have excluded information relating to occupancy, ADR
and RevPAR  for Cambria Suites properties and Ascend Collection properties. We also
note, on page 13, you state that you have excluded this information because the brand did
not have at least 25 units open and operating.   In future Exchange Act reports, please
revise  to include this information or advise us why you believe such disclosure is not
appropriate.

Financial Statements

Notes to Consolidated Financial Statements

9. Deferred Revenue, page 86

Mr. David L. White
Choice Hotels International, Inc.
 July 29 , 2013
 Page 2

 2. Please explain to us why the amount disclosed relating to loyalty programs has not
changed since the prior year.

19. Share -Based Compensation and Capital Stock, page 99

3. Please tell us if the terms of the long term incentive plans permit the adjustment of
outstanding share –based awards at the discretion of management or the compensation
committee in the event that you make changes to your capital structure.

We urge al l persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules require.   Since the company and its  management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

 In responding to our comment s, please provide  a written statement from the company
ackn owledging that:

 the company is responsible for the adequacy and accuracy of the disclosure in the filing;

 staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the fil ing; and

 the company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any person under the federal securities laws of the United States.

You may contact Shannon Sobotka, Staff Accountant, at (202) 551 -3856 or me  at (202) 551 -3629 if
you have questions regarding comments on the financial statements and related matters. Please
contact Stacie Gorman, Attorney Advisor, at (202) 551 -3585 or Jennifer Gowetski , Attorney Advisor
at (202) 551 -3401 with regard to legal com ments.

Sincerely,

 /s/ Kevin Woody

Kevin Woody
Branch Chief