Hard Rock Hotel Holdings, LLC
4455 Paradise Road
Las Vegas, NV 89169
February 14, 2008
VIA EDGAR AND FACSIMILE
Securities and Exchange Commission
Division of Corporation Finance
100 F. Street, N.E.
Washington, D.C. 20549
| Attention: | Michael McTiernan, Esq., Special Counsel |
Office of Real Estate and Business Services
| Re: | Hard Rock Hotel Holdings, LLC |
Form 10-12G (File No. 000-52992)
Ladies and Gentlemen:
Hard Rock Hotel Holdings, LLC (the “Registrant”) respectfully requests acceleration of its above-described Registration Statement, so that such Registration Statement will be declared effective at 5:00 p.m. Eastern Standard Time on February 14, 2008 or as soon as practicable thereafter.
The Registrant confirms that it is aware of its responsibilities under the Securities Exchange Act of 1934, as amended. The Registrant acknowledges that should the Securities and Exchange Commission (the “Commission”) or the Staff, acting pursuant to delegated authority, accelerate the effectiveness of the filing, it does not foreclose the Commission from taking any action with respect to the filing; the action of the Commission or the Staff, acting pursuant to delegated authority, in accelerating the effectiveness of the filing, does not relieve the Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and the Registrant may not assert this action as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
If you have any questions regarding the foregoing, please do not hesitate to contact John Huber at (202) 637-2242.
| Very truly yours, | ||
HARD ROCK HOTEL HOLDINGS, LLC | ||
By: | /s/ Richard Szymanski | |
| Name: Richard Szymanski | ||
| Title: Vice President, Secretary and Treasurer | ||
