HLT Memphis Data S-4 Registration of securities issued in business combination transactions

Exhibit 3.31

ARTICLES OF INCORPORATION

OF

DTR SAN ANTONIO, INC.

ARTICLE I

The name of the corporation is DTR SAN ANTONIO, INC.

ARTICLE II

The purpose for which the corporation is organized is the transaction of any or all lawful business for which corporations may be incorporated under the laws of the State of Arizona, as they may be amended from time to time.

ARTICLE III

The corporation initially will engage in the business of acquiring real property by purchase, lease or otherwise and operating and maintaining hotel, garage and other structures thereon, and in other businesses, services and activities related thereto, as principal or agent, in partnership, joint venture or other association, or otherwise. The corporation’s period of duration is perpetual.

ARTICLE IV

The corporation shall have authority to issue one class of voting common stock, consisting of one hundred thousand shares with a par value of one dollar per share.

ARTICLE V

The bylaws shall fix the number of persons to serve on the board of directors. One director shall constitute the initial board of directors. The name and address of the person who will serve as the initial director is: William L. Perocchi, 410 North 44th Street, Suite 700, Phoenix, Arizona 85008. The personal liability of every director and former director is and shall be eliminated or limited to the fullest extent permitted or authorized by Chapter 1, Title 10, Arizona Revised Statutes, and all amendments thereto and revisions and replacements thereof.

ARTICLE VI

Keith W. Ragan, of 1900 Norwest Tower, 3300 North Central Avenue, Phoenix, Arizona 850121, is appointed as the initial statutory agent of the corporation.

ARTICLE VII

The names and addresses of the incorporators are as follows: David A. Heuck, 410 North 44th Street, Suite 700, Phoenix, Arizona 85008 and Sandra L. Ravel, 410 North 44th Street, Suite 700, Phoenix, Arizona 85008. All powers, duties and responsibilities of the incorporators shall cease upon delivery of these Articles to the Arizona Corporation Commission for filing.

DATED this 8^th day of November, 1994.

/s/ David A. Heuck

David A. Heuck

/s/ Sandra L. Ravel

Sandra L. Ravel

2

STATEMENT OF CHANGE

OF

KNOWN PLACE OF BUSINESS OR STATUTORY AGENT

BY

DTR SAN ANTONIO, INC.

1. The name of the Corporation is DTR SAN ANTONIO, INC.

2. The current known place of business is

410 N. 44TH ST. # 700

PHOENIX, AZ 85008

3. The name and address of the current statutory agent is

DAVID L. STIVERS

410 N. 44TH ST. # 700

PHOENIX, AZ 85008

x The known place of business is to be changed. The street address of the new known place of business is

3636 NORTH CENTRAL AVENUE

PHOENIX, AZ 85012

x The statutory agent is to be changed. The name and address of the new statutory agent is

Corporation Service Company

3636 North Central Avenue, Phoenix, AZ 85012

AR:0009

REV: 1/96

¨ The address of the statutory agent is to be changed. The new address of the statutory agent is

and the statutory agent has given the Corporation written notice of this change.

DATED this 9 day of OCTOBER, 1998.

DTR SAN ANTONIO, INC. (Name of Corporation)
By	/s/ Peter H. Kesser
	Peter H. Kesser, V. Pres/Sec. (Name)             (Title)

(Statutory Agent)*

*(Statutory Agent must sign only if changing address.)

Acceptance of Appointment

By Statutory Agent*

The undersigned hereby acknowledges and accepts the appointment as statutory agent of the above-named corporation effective this 9^th day of Oct, 1998.

Corporation Service Company
Signed	/s/ Deborah D. Skipper
	Deborah D. Skipper, Asst. V.P. (Print Name) *(required only if a new statutory agent is appointed)

IF THIS STATEMENT INCLUDESANAGENT’S STATEMENT OF RESIGNATION, THEN YOU MUST ENCLOSE A FILING FEE OF $10.00 (U.S.) MADE PAYABLE TO THE ARIZONA CORPORATION COMMISSION.

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STATEMENT OF CHANGE OF KNOWN PLACE OF BUSINESS

OR STATUTORY AGENT, OR BOTH,

OF

DTR SAN ANTONIO, INC.

Pursuant to the provisions of Section 10-502 or Section 10-1508 of the Arizona Business Corporation Act, the undersigned corporation, organized under the laws of ARIZONA, submits the following statement for the purpose of changing its known place of business or its statutory agent, or both, in the State of Arizona:

FIRST: The name of the corporation is: DTR SAN ANTONIO, INC.

SECOND: The address of its present known place of business (as shown with the Arizona Corporation Commission, at this time):

1st Corporate address: c/o Corporate Tax Dept., 755 Crossover LN

Memphis, TN 38117

2nd Corporate address (only applies to foreign corporations):

THIRD: The address to which its known place of business is to be changed is:

1st Corporate address (mailing address should be): c/o C T CORPORATION SYSTEM

3225 North Central Avenue, Phoenix, Maricopa County, Arizona 85012

2nd Corporate address (only applies to foreign corporations):

755 Crossover Lane, Memphis, TN 38177

FOURTH: The name and address of its present statutory agent is:

CORPORATION SERVICE COMPANY

3636 N. CENTRAL AVE., PHOENIX AZ 85012

FIFTH: The name and address of its successor statutory agent or the new address is:

C T CORPORATION SYSTEM, 3225 North Central Avenue, Phoenix,

Maricopa County, Arizona 85012

(ARIZ. – 278 – 1/1/96)

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SIXTH: Such change was duly authorized by the corporation.

Dated AUG 23, 1999.

By	/s/ J. Kendall Huber
	J. Kendall Huber
	Executive Vice President

C T CORPORATION SYSTEM, having been designated to act as statutory agent, hereby consents to act in that capacity until it is removed, or submits its resignation, in accordance with the Arizona Revised Statutes.

C T CORPORATION SYSTEM
By:	/s/ John J Linnihan
	John J Linnihan (Name)
	Asst. Vice President (Title)

(ARIZ. - 278)

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STATEMENT OF CHANGE

OF

KNOWN PLACE OF BUSINESS OR STATUTORY AGENT

BY

DTR San Antonio, Inc.

1. The name of the Corporation is DTR San Antonio, Inc.

2. The current known place of business is

9336 Civic Center Drive

Beverly Hills, CA 90210

3. The name and address of the current statutory agent is

CT Corporation System

3225 North Central Avenue

Phoenix, AZ 85012

¨ The known place of business is to be changed. The street address of the new known place of business is

x The statutory agent is to be changed. The name and address of the new statutory agent is

Corporation Service Company

3636 North Central Avenue

Phoenix, Arizona 85012

AR: 0009

Rev: 1/99

1300 West Washington, Phoenix, Arizona 85007

¨ The address of the statutory agent is to be changed. The new address of the statutory agent is

and the statutory agent has given the Corporation written notice of this change.

DATED this 6 day of September, 2000.

DTR San Antonio, Inc.
[Name of Corporation]
By	/s/ Vivien S. Mitchell
	Vivien S. Mitchell, Vice President [Name]             [Title]

[Statutory Agent]*

*(Statutory Agent must sign only if changing address.)

Acceptance of Appointment

By Statutory Agent*

The undersigned hereby acknowledges and accepts the appointment as statutory agent of the above-named corporation effective this 8 day of Sept, 2000.

Corporation Service Company
Signed by:	/s/ Bobbie Hall
	Bobbie Hall, Asst. Vice President [Print Name]
	*(required only if a new statutory agent is being appointed)

PROFIT CORPORATIONS, PLEASE NOTE: IF THIS STATEMENT INCLUDES ANAGENT’S STATEMENT OFRESIGNATION,THEN YOU MUST ENCLOSE A FILING FEE OF $10.00 (U.S.) MADE PAYABLE TO THE ARIZONA CORPORATION COMMISSION.

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CORPORATION

STATEMENT OF CHANGE OF

KNOWN PLACE OF BUSINESS OR STATUTORY AGENT ADDRESS

1. The exact name of the corporation on file with the Arizona Corporation Commission (ACC) is:

DTR SAN ANTONIO, INC.

2. The ACC File Number is

07355988

3. The known place of business currently on file with the ACC is:

% CORPORATION SERVICE COMPANY

818 E OSBORN RD

PHOENIX, AZ 85014

4. The address of the current statutory agent on file with the ACC is:

818 E OSBORN RD

PHOENIX, AZ 85014

5. The name of the current statutory agent is:

CORPORATION SERVICE COMPANY

6. The new address of the statutory agent in Arizona is:

2338 W. ROYAL PALM ROAD

SUITE J

PHOENIX, AZ 85021

7. The statutory agent has given the Corporation written notice of this change.

8. If the corporation indicates its known place of business is to be our (the statutory agent) address, please update accordingly.

Dated: August 27, 2003
	CORPORATION SERVICE COMPANY
		/s/ John H. Pelletier
		John H. Pelletier, Asst. VP