UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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| Date of Report (Date of Earliest Event Reported): | | March 13, 2008 |
Starwood Hotels & Resorts Worldwide, Inc.
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(Exact name of registrant as specified in its charter)
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| Maryland | 1-7959 | 52-1193298 |
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(State or other jurisdiction | _____________
(Commission | ______________
(I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
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| 1111 Westchester Avenue, White Plains, New York | | 10604 |
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(Address of principal executive offices) | | ___________
(Zip Code) |
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| Registrant’s telephone number, including area code: | | (914) 640-8100 |
Not Applicable
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Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On March 13, 2008, the Board approved an amendment to Article III of the Company’s Bylaws. The amendment to Article III added a new Section 17, to provide that if a director receives less than a majority of the votes cast at an uncontested election, such director shall tender his or her resignation to the Board. The Governance and Nominating Committee, or comparable committee of the Board, will make a recommendation to the Board on whether to accept or reject the resignation. The Board will decide, and make a public disclosure of its decision, within 90 days from the date of the certification of the election results.
The preceding summary is not intended to be complete, and is qualified in its entirety by reference to the full text of the Amendment to the Bylaws, attached as Exhibit 3.1 hereto and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
Exhibit 3.1 - Amendment dated March 13, 2008 to the Company's Bylaws.
SIGNATURES
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 hereunto duly authorized.
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| | | Starwood Hotels & Resorts Worldwide, Inc. |
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| March 18, 2008 | | By: | | Kenneth S. Siegel
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| | | | | Name: Kenneth S. Siegel |
| | | | | Title: Chief Administrative Officer and General Counsel |
Exhibit Index
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| Exhibit No. | | Description |
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3.1 | | Amendment dated March 13, 2008 to the Company's Bylaws. |
