EXHIBIT 21 HILTON HOTELS CORPORATION ("HHC") SUBSIDIARIES, JOINT VENTURES AND AFFILIATES A. WHOLLY OWNED SUBSIDIARIES State or Country Name of Incorporation ---- ---------------- 90210 Corporation Delaware Aloma, Inc. (29) Delaware Arizona DTM Florida, Inc. (32) Florida Arizona DTM Pasadena (32) California ATM Hotels Pty. Limited (6) Australia Bally's Grand Property Sub I, Inc. (7) Nevada Boise-Red Lion/Downtowner, Inc. (30) Idaho Buckleigh, Inc.(23) Delaware Capital Hilton, L.L.C. (15) New York Compass, Inc. (23) Tennessee Compri Realty Corporation No.1 (35) Arizona Compris Hotel Corporation (33) Delaware Conrad International (Belgium) Corporation (4) Nevada Conrad International (Cairo) Corporation (4) Nevada Conrad International Corporation (3) Nevada Conrad International (Egypt) Corporation (2) (4) Nevada Conrad International (Indonesia) Corporation (2) (4) Nevada Conrad International (Spain) Corporation (2) (4) Nevada Conrad International (Thailand) Corporation (2) (4) Nevada Conrad International (Thailand) Limited (4) Thailand Conrad International Hotels (HK) Ltd. (4) Hong Kong Conrad International Hotels Limited (2) (4) Ireland Conrad International Investment (Jakarta) Corporation (4) Nevada Conrad International Management Services (Singapore) Pte Ltd (4) Singapore Conrad International Services (11) Belgium Destination Resorts, Inc. (13) Arizona DFW Bevco, Inc. (10) Texas DFW Hilton, Inc. (13) Nevada Doubletree Corporation (18) Delaware Doubletree Hotel Systems, Inc. (21) Arizona Doubletree Hotel Ventures, Inc. (35) Arizona Doubletree Hotels Corporation (19) Arizona Doubletree, Inc. of California (35) Arizona Doubletree of Phoenix, Inc. (20) Delaware DT Investments, Inc. (35) Arizona DT Management, Inc. (21) Arizona DT Real Estate, Inc. (21) Arizona DTM Antlers, Inc. (1) (32) Arizona DTM Atlanta/Legacy, Inc. (36) Arizona DTM Burlingame, Inc. (32) Arizona 1 State or Country Name of Incorporation - ---- ---------------- DTM Cambridge, Inc. (32) Massachusetts DTM Coconut Grove, Inc. (32) Arizona DTM Largo, Inc. (32) Arizona DTM Maryland, Inc. (32) Arizona DTM Nashville, Inc. (32) Arizona DTM Oklahoma, Inc. (32) Arizona DTM Palm Springs, Inc. (1) (32) Arizona DTM Salt Lake City, Inc. (32) Utah DTM Santa Clara, Inc. (32) Arizona DTM St. Louis, Inc. (32) Arizona DTM Tampa, Inc. (32) Florida DTM Tulsa, Inc. (32) Arizona DTM Ventura, Inc. (32) Arizona DTM Walnut Creek, Inc. (32) Arizona DTR Cambridge, Inc. (35) Arizona DTR FCH Holdings, Inc. (35) Arizona DTR Independence, Inc. (36) Arizona DTR North Canton, Inc. (36) Arizona DTR PAH Holding, Inc. (36) Arizona DTR RFS Lessee, Inc. (34) California DTR San Antonio, Inc. (36) Arizona DTR Sonoran Holding, Inc. (35) Arizona DTR TM Holdings, Inc. (35) Arizona DTR West Montrose, Inc. (36) Arizona EJP Corporation (23) Delaware Embassy Development Corporation (23) Delaware Embassy Equity Development Corporation (23) Delaware Embassy Memphis Corporation (23) Tennessee Embassy Pacific Equity Corporation (23) Delaware Embassy Suites Club No. 1, Inc.(23) Kansas Embassy Suites Club No. Two, Inc.(23) Texas Embassy Suites Club No. Three, Inc. (23) Louisiana Embassy Suites (Isla Verde), Inc. (23) Delaware Embassy Suites (Puerto Rico), Inc. (23) Delaware Embassy Syracuse Development Corporation (26) Delaware Embassy Vacation Resorts, Inc. (23) Delaware EPAM Corporation (23) Delaware ESI Development, Inc. (23) Delaware ESI Mortgage Development Corporation (23) Delaware ESI Mortgage Development Corporation II (23) Delaware GOL Texas, Inc. (24) Texas Grand Vacations Realty, LLC (16) Delaware Grand Vacations Title, LLC (17) Delaware Guest Quarters Services Corporation (38) Illinois Hampton Inns, Inc. (23) Delaware Hapeville Investors, LLC Delaware Harbor Hotel Corporation (37) Delaware Harrison Conference Associates, Inc. (20) Delaware Harrison Conference Center of Glen Cove, Inc. (29) New York Harrison Conference Center of Lake Bluff, Inc. (29) Illinois 2 State or Country Name of Incorporation - ---- ---------------- Harrison Conference Food Services of New Jersey, Inc. (29) New Jersey Harrison Conference Services, Inc. (28) New York Harrison Conference Services of Boston, Inc. (29) Massachusetts Harrison Conference Services of Connecticut, Inc. (29) Connecticut Harrison Conference Services of Florida, Inc. (29) Florida Harrison Conference Services of Illinois, Inc. (29) Illinois Harrison Conference Services of Massachusetts, Inc. (29) Massachusetts Harrison Conference Services of North Carolina, Inc. (29) North Carolina Harrison Conference Services of Princeton, Inc. (29) New Jersey Harrison Conference Services of Wellesley, Inc. (29) Massachusetts Harsa, Inc. (28) Delaware HHV Holdings II LLC (40) Nevada Hilton Chicago Corporation (13) Nevada Hilton Dallas, Inc. (13) Nevada Hilton D.C. Corporation Nevada Hilton Employee Relief Fund California Hilton Equipment Corporation (12) Delaware Hilton Finance Corporation (12) Nevada Hilton Grand Vacations Club, LLC (16) Delaware Hilton Grand Vacations Company, LLC (16) Delaware Hilton Grand Vacations Development Company- Las Vegas, LLC Nevada Hilton Hawaii Corporation (13) Delaware Hilton Hawaiian Village LLC (39) Hawaii Hilton Holdings, Inc. Nevada Hilton Hospitality, Inc. (12) Nevada Hilton Hotels Partners I, LLC Delaware Hilton Hotels Partners II, LLC Delaware Hilton Hotels U.S.A., Inc. Delaware Hilton Illinois Corp. (7) Nevada Hilton Illinois Holdings, Inc. (13) Delaware Hilton Inns, Inc. (12) Delaware Hilton Insurance Corporation (12) Vermont Hilton Kansas City Corporation Missouri Hilton Michigan Avenue Corporation (14) Delaware Hilton New York Corporation (13) Nevada Hilton Real Estate Holdings, Inc. Delaware Hilton Recreation, Inc. (13) Delaware Hilton Resorts Corporation Delaware Hilton Resorts Holding Corp. Delaware Hilton San Diego Corporation (13) California Hilton Suites, Inc. (13) Delaware Hilton Systems, LLC Delaware Hilton Texas, Inc. (13) Nevada Hilton Washington Corporation New York HKC Advertising, Inc. (5) Missouri HKC Partners, Inc. Missouri Hosco Corporation (20) Arizona Houston Airport Doubletree, Inc. (35) Texas Hotel Clubs of Corporate Woods, Inc. (21) Kansas 3 State or Country Name of Incorporation - ---- ---------------- Hotels Statler Company, Inc. (13) Delaware Innco Corporation (20) Arizona InnVision, LLC Delaware Kenner Investors, LLC Delaware Kingston Plantation Hotel Management Company (25) Delaware Old Town Hotel Corp. (23) Delaware Pacific Hotels, Inc. (23) Tennessee PHI Alpharetta, L.L.C. (23) Delaware PHI Austin, L.L.C. (23) Delaware PHI Dallas, L.L.C. (23) Delaware PHI Dulles, L.L.C. (23) Delaware PHI Las Vegas, L.L.C. (23) Delaware Promus BPC Corporation (23) Delaware Promus Hotel Corporation Delaware Promus Hotel Services, Inc. (23) Delaware Promus Hotels Florida, Inc. (23) Delaware Promus Hotels Minneapolis, Inc. (23) Delaware Promus Hotels, Inc. (22) Delaware Promus/Kingston Development Corporation (23) Delaware Promus Operating Company, Inc. (18) Delaware Red Lion Hotel Systems, Inc. (30) Arizona Red Lion Hotels, Inc. (19) Delaware Red Lion Properties, Inc. (30) Delaware RFS Hotel Investors, Inc. (31) Delaware RFS Leasing, Inc. (31) Tennessee RFS, Inc. (19) Tennessee SALC, Inc. (30) Texas Samantha Hotel Corporation (19) Delaware Scottsdale Plaza Doubletree, Inc. (35) Arizona Southfield Hotel Management, Inc. (1) (26) Florida Suite Life, Inc. (27) Delaware Tarsa, Inc. (1) (28) New York The Boise Red Lion Motor Inn, Inc. (30) Delaware TUK Inns, Inc. (35) Washington Washington Hilton, L.L.C. (8) New York Ziwa Insurance, Inc. (22) Connecticut - ------------------------------------------------------------------------------------ (1) Inactive. (2) Nameholding company. (3) Wholly owned by Hilton Hotels U.S.A., Inc., which is wholly owned by HHC. (4) Wholly owned by Conrad International Corporation, which is wholly owned by Hilton Hotels U.S.A., Inc., which is wholly owned by HHC. (5) Wholly owned by Hilton Kansas City Corporation, which is wholly owned by HHC. (6) 50%-owned by Promus Hotels, Inc., and 50%-owned by Pacific Hotels, Inc. (7) Wholly owned by Hilton Illinois Holdings, Inc., which is wholly owned by Hilton Holdings, Inc., which is wholly-owned by HHC. (8) 50.05% owned by Hilton Washington Corporation, which is wholly-owned by HHC, and 49.95% owned by Hilton D.C. Corporation, which is wholly owned by HHC. 4 (9) Hilton New York Corporation is the sole member of this limited-liability company. (10) Wholly owned by Hilton Dallas, Inc., which is wholly owned by Hilton Holdings, Inc., which is wholly owned by HHC. (11) .04% (four-one-hundredths of one percent) owned by HHC, and 99.96% owned by Conrad International Corporation, which is wholly owned by Hilton Hotels U.S.A., Inc., which is wholly owned by HHC. (12) Wholly owned by 90210 Corporation, which is wholly owned by HHC. (13) Wholly owned by Hilton Holdings, Inc., which is wholly owned by HHC. (14) 40.24% owned by Hilton Illinois Corp., which is wholly-owned by Hilton Illinois Holdings, Inc., which is wholly-owned by Hilton Holdings, Inc., which is wholly-owned by HHC; and 59.76% owned by Hilton Chicago Corporation, which is wholly owned by Hilton Holdings, Inc., which is wholly-owned by HHC. (15) 50.05% owned by HHC, and 49.95% owned by Hilton D.C. Corporation, which is wholly owned by HHC. (16) Wholly-owned by Hilton Resorts Corporation, which is wholly-owned by HHC. (17) Wholly-owned by Grand Vacations Realty, LLC, which is wholly-owned by Hilton Resorts Corporation, which is wholly-owned by HHC. (18) Wholly-owned by Promus Hotel Corporation, which is wholly-owned by HHC. (19) Wholly-owned by Doubletree Corporation, which is wholly-owned by Promus Hotel Corporation, which is wholly-owned by HHC. (20) Wholly-owned by Doubletree Hotels Corporation, which is wholly-owned by Doubletree Corporation, which is wholly-owned by Promus Hotel Corporation, which is wholly-owned by HHC. (21) Wholly-owned by Doubletree of Phoenix, Inc., which is wholly-owned by Doubletree Hotels Corporation, which is wholly-owned by Doubletree Corporation, which is wholly-owned by Promus Hotel Corporation, which is wholly-owned by HHC. (22) Wholly-owned by Promus Operating Company, Inc., which is wholly-owned by Promus Hotel Corporation, which is wholly-owned by HHC. (23) Wholly-owned by Promus Hotels, Inc., which is wholly-owned by Promus Operating Company, Inc., which is wholly-owned by Promus Hotel Corporation, which is wholly-owned by HHC. (24) Wholly-owned by Hampton Inns, Inc., which is wholly-owned by Promus Hotels, Inc., which is wholly-owned by Promus Operating Company, Inc., which is wholly-owned by Promus Hotel Corporation, which is wholly-owned by HHC. (25) Wholly-owned by Buckleigh, Inc., which is wholly-owned by Promus Hotels, Inc., which is wholly- owned by Promus Operating Company, Inc., which is wholly-owned by Promus Hotel Corporation, which is wholly-owned by HHC. (26) Wholly-owned by Embassy Equity Development Corporation, which is wholly-owned by Promus Hotels, Inc., which is wholly-owned by Promus Operating Company, Inc., which is wholly-owned by 5 Promus Hotel Corporation, which is wholly-owned by HHC. (27) Wholly-owned by EJP Corporation, which is wholly-owned by Promus Hotels, Inc., which is wholly-owned by Promus Operating Company, Inc., which is wholly-owned by Promus Hotel Corporation, which is wholly-owned by HHC. (28) Wholly-owned by Harrison Conference Associates, Inc., which is wholly-owned by Doubletree Hotels Corporation, which is wholly-owned by Doubletree Corporation, which is wholly-owned by Promus Hotel Corporation, which is wholly-owned by HHC. (29) Wholly-owned by Harrison Conference Services, Inc., which is wholly-owned by Harrison Conference Associates, Inc., which is wholly-owned by Doubletree Hotels Corporation, which is wholly-owned by Doubletree Corporation, which is wholly-owned by Promus Hotel Corporation, which is wholly-owned by HHC. (30) Wholly-owned by Red Lion Hotels, Inc., which is wholly-owned by Doubletree Corporation, which is wholly-owned by Promus Hotel Corporation, which is wholly-owned by HHC. (31) Wholly-owned by RFS, Inc., which is wholly-owned by Doubletree Corporation, which is wholly-owned by Promus Hotel Corporation, which is wholly-owned by HHC. (32) Wholly-owned by DT Management, Inc., which is wholly-owned by Doubletree of Phoenix, Inc., which is wholly-owned by Doubletree Hotels Corporation, which is wholly-owned by Doubletree Corporation, which is wholly-owned by Promus Hotel Corporation, which is wholly-owned by HHC. (33) Wholly-owned by Doubletree Hotel Systems, Inc., which is wholly-owned by Doubletree of Phoenix, Inc., which is wholly-owned by Doubletree Hotels Corporation, which is wholly-owned by Doubletree Corporation, which is wholly-owned by Promus Hotel Corporation, which is wholly-owned by HHC. (34) Wholly-owned by Compris Hotel Corporation, which is wholly-owned by Doubletree Hotel Systems, Inc., which is wholly-owned by Doubletree of Phoenix, Inc., which is wholly-owned by Doubletree Hotels Corporation, which is wholly-owned by Doubletree Corporation, which is wholly-owned by Promus Hotel Corporation, which is wholly-owned by HHC. (35) Wholly-owned by DT Real Estate, Inc., which is wholly-owned by Doubletree of Phoenix, Inc., which is wholly-owned by Doubletree Hotels Corporation, which is wholly-owned by Doubletree Corporation, which is wholly-owned by Promus Hotel Corporation, which is wholly-owned by HHC. (36) Wholly-owned by DTR Sonoran Holding, Inc., which is wholly-owned by DT Real Estate, Inc., which is wholly-owned by Doubletree of Phoenix, Inc., which is wholly-owned by Doubletree Hotels Corporation, which is wholly-owned by Doubletree Corporation, which is wholly-owned by Promus Hotel Corporation, which is wholly-owned by HHC. (37) Wholly-owned by Samantha Hotel Corporation, which is wholly-owned by Doubletree Corporation, which is wholly-owned by Promus Hotel Corporation, which is wholly-owned by HHC. (38) Wholly-owned by Doubletree Partners, which is 60%-owned by Samantha Hotel Corporation, and 40%-owned by Doubletree Corporation. (39) 96.08% owned by HHC, and 3.92% owned by Hilton Recreation, Inc. (40) 100% owned by Hilton Hawaiian Village LLC, which is 96.08% owned by HHC, and 3.92% owned by Hilton Recreation, Inc. 6 B. PARTIALLY OWNED SUBSIDIARIES % State or Country Name Ownership of Incorporation ---- --------- ---------------- 349 West 53rd Street Realty Corp. (1) (4) See (4) below. New York Arlington Hotel Co. 51 Arizona Betty MacWilliam & Company (1) 49 Texas Boise Beverage Corporation 50 Idaho Candlewood Hotel Company, Inc. 28.7 Delaware Club Mack Opco, LLC 50 Delaware Doubletree de Mexico, S.A. de C.V. 50 Mexico DTR Boston Heights, Inc. 80 Arizona DTR Houston, Inc. 80 Arizona Earlsfort Centre Hotel Proprietors Limited (2) 14.7 Ireland FCH/DT Hotels, L.L.C. 10 Delaware FCH/DT Leasing, L.L.C. 50 Delaware HHC/PTC, LLC (3) 75 Delaware Hilton HHonors Worldwide, L.L.C. (6) 50 Delaware Hilton Marketing Worldwide, L.L.C. (6) 50 Delaware Hilton Reservations Worldwide, L.L.C. (6) 50 Delaware Intermediate MD Property Company (5) See (5) below. Maryland International Company for Touristic Investments, S.A.E. (7) 10 Egypt Louisville Club Opco, L.L.C. 15 Delaware LSA Club One, Inc. 49 Delaware MeriTex, LLC (8) See (8) below. Delaware Norwalk Club Opco, L.L.C. 15 Delaware 7 % State or Country Name Ownership of Incorporation ---- --------- ---------------- Oakbrook Hilton Suites and Garden Inn LLC (9) 50 Illinois On Command Corporation 8.2 Delaware Praedium II, Largo Associates, L.L.C. 20 Maryland Praedium II San Antonio, L.P. 20 Texas Promus/FCH Condominium Company, LLC 50 Delaware Promus/FCH Development Company, LLC 50 Delaware P.T. Jakarta International Artha (10) 10 Indonesia Red Lion/Riverfront, L.L.C. 10 Delaware RW Motels, Ltd. 25 Texas VRLB, Inc. 4.5 Montana Windsor Casino Financial Limited (11) 50 Ontario, Canada Windsor Casino Limited (11) 50 Ontario, Canada Windsor Casino Supplies Limited (11) 50 Ontario, Canada Yeditepe Beynelmilel Otelcilik 25 Turkey Turizm Ve Ticaret, A.S. ("Seven Hills International Hotels, Tourism and Trade, A.S.") (12) Ziwa Insurance, Inc. 4.5 Vermont - ------------------------------------------------------------------------------------ (1) Inactive corporation. (2) 14.7% owned by Conrad International Corporation, which is wholly owned by Hilton Hotels U.S.A., Inc., which is wholly owned by HHC. (3) 75% owned by Destination Resorts, Inc., which is wholly owned by Hilton Holdings, Inc., which is wholly-owned by HHC; and 25% owned by Pointe Tapatio Resort Properties No. 1 Limited Partnership. (4) Wholly owned by the New York Hilton Joint Venture, which is 50.5% owned by Hilton Hotels Corporation, and 49.5% owned by Hilton New York Corporation. (5) HHC owns 100% of the issued and outstanding common (Class A) shares. (6) The remaining ownership interest is held by Hilton International Co. 8 (7) 10% owned by Conrad International Corporation, which is wholly owned by Hilton Hotels U.S.A., Inc., which is wholly owned by HHC. (8) HHC owns 100% of the issued and outstanding Class B (equity) shares. P & O, Inc. owns 100% of the issued and outstanding Class A (managing) shares. (9) 50% owned by Hilton Suites, Inc., which is wholly owned by Hilton Holdings, Inc., which is wholly-owned by HHC; and 50% owned by Martinique-Drury Lane Oakbrook Partnership. (10) 10% owned by Conrad International Investment (Jakarta) Corporation, which is wholly owned by Conrad International Corporation, which is wholly owned by Hilton Hotels U.S.A., Inc., which is wholly owned by HHC. (11) 50% owned by Conrad International Corporation, which is wholly owned by Hilton Hotels U.S.A., Inc., which is wholly owned by HHC. (12) 25% owned by Conrad International Corporation, which is wholly owned by Hilton Hotels U.S.A., Inc., which is wholly owned by HHC. 9 C. JOINT VENTURES % State or Country Name Ownership of Incorporation ---- --------- ---------------- Avenue Louise Hotel Partners S.N.C. (1) 100 Belgium Bakersfield Red Lion Motor Inn 66.7 California BHH Management Associates (11) 99 Massachusetts Corporate Associates - Atlanta Limited Partnership 13.78 Arizona Corporate Associates - Boise Limited Partnership 13.33 Arizona Corporate Associates - Newport Limited Partnership (11) 13.33 Arizona Custom House Hotel, L.P. 2.11 Missouri DDP Partners, L.P. 5.54 Tennessee Destination Resort Affiliates (3) 50 Arizona DFW Hilton Hotel Limited Partnership (4) 100 Texas Doubletree Partners 100 Delaware DTR Limited Partnership 100 Arizona Embassy Akers Venture 50 Delaware Embassy LaJolla Partners Limited Partnership 10 Delaware Embassy/Shaw Rochester Venture 50 Delaware EPT Austin L.P. 50 Delaware EPT Atlanta Perimeter Center L.P. 50 Delaware EPT Covina L.P. 50 Delaware EPT Kansas City L.P. 50 Delaware EPT Meadowlands L.P. 50 Delaware EPT Overland Park L.P. 50 Delaware EPT Raleigh L.P. 50 Delaware EPT San Antonio L.P. 50 Delaware 10 % State or Country Name Ownership of Incorporation ---- --------- ---------------- Felcor Suites L.P. 2.53 Delaware Fess Parker - Red Lion Hotel 49.09 California Flamingo Hilton Riverboat Casino, L.P. (5) 100 Missouri FCH/DT BWI Holdings, L.P. 100 Delaware Glendale Red Lion Hotel 75 California Global Resort Partners (6) 13.34 Hawaii GOL Columbia L.P. 100 Delaware Granada Royale Hometel-West L.P. 50.003 Delaware Granada Royale Hometel-Tucson L.P. 65 Delaware Hapeville Hotel Limited Partnership (7) 100 Delaware Highland Plaza Partners, L.P. 5 Tennessee Hospitality Capital Group 33.33 Delaware Hotel Equities Co. 2.1 Arizona Hotel Properties- Boise 50 Arizona Hotel Properties- Newport (11) 61 Arizona Hutton Centre Hotel Associates 30.5 California International Rivercenter Partnership 67.4 Louisiana Kenner Hotel Limited Partnership (8) 100 Delaware King Street Station Hotel Associates, L.P. 50 Delaware MHV J.V 50 Delaware New Orleans International Hotel 26.33 Louisiana New Orleans Rivercenter 38.75 Louisiana New York Hilton Joint Venture (9) 100 New York 11 % State or Country Name Ownership of Incorporation ---- --------- ---------------- Ontario Red Lion Motor Inn 66.7 California Pacific Market Investment Company 50 Delaware PAH-DT Allen Partners, LP 15 Delaware PAH-DT Chicago/O'Hare Partners, LP 10 Delaware PAH-DT Miami Airport Partners, L.P. 10 Delaware PAH-DT Minneapolis Suites Partners, L.P. 10 Delaware PAH-DT Park Place Partners, L.P. 10 Delaware PAH-DT Tallahassee Partners, L.P. 10 Delaware Promus/Felcor Lombard L.P. 50 Delaware Promus/Felcor Parsippany L.P. 50 Delaware Promus/Felcor San Antonio Joint Venture 50 Delaware Red Lion La Posada 100 Arizona Red Lion Orange County Partners, L.P. 51 California San Francisco Hilton, L.P. (10) 100 California Santa Barbara Red Lion Hotel 100 California SES/DC Venture 25 Delaware SF Partners 2.5 Delaware Southcenter Motor Hotel, Ltd. 20.2 Washington Thayer Hotel Investors II, L.P. 4.35 Delaware THI Metairie, L.P. 4.35 Delaware THI Oceanfront, L.P. 4.35 Delaware THI Plantation, L.P. 4.35 Delaware THI Rockville, L.P. 4.35 Delaware THI Skokie, L.P. 4.35 Delaware THI Somerset, L.P. 4.35 Delaware Tucson Hotel Equity Limited Partnership 49.9 Arizona Valencia Hotel Joint Venture (2) 25 California Village Motor Inn 50 Montana - ------------------------------------------------------------------------------------ 12 (1) 50% of this partnership is owned by Conrad International Corporation, which is wholly owned by Hilton Hotels U.S.A., Inc., which is wholly owned by HHC. The remaining 50% is owned by Conrad International (Belgium) Corporation, which is wholly owned by Conrad International Corporation, which is wholly owned by Hilton Hotels U.S.A., Inc., which is wholly owned by HHC. (2) 25% owned by Hilton Inns, Inc., which is wholly owned by 90210 Corporation, which is wholly-owned by HHC. (3) 50% of this joint venture is owned by Destination Resorts, Inc., which is wholly owned by Hilton Holdings, Inc., which is wholly-owned by HHC. (4) 99% owned by DFW Hilton Inc., which is wholly owned by Hilton Holdings, Inc., which is wholly owned by HHC; and 1% owned by Hilton Texas, Inc., which is wholly owned by Hilton Holdings, Inc., which is wholly-owned by HHC. (5) 90% of this partnership is owned by Hilton Kansas City Corporation, which is wholly owned by HHC. The remaining 10% is owned by HKC Partners, Inc., which is wholly owned by HHC. (6) 13.34% owned by Hilton Recreation, Inc., which is wholly owned by Hilton Holdings, Inc., which is wholly-owned by HHC. (7) 1% owned by Hilton Hotels Partners II, LLC (the general partner), and 99% owned by Hapeville Investors, LLC (the limited partner.) Both the general and limited partners are wholly owned by HHC. (8) 1% owned by Hilton Hotels Partners I, LLC (the general partner), and 99% owned by Kenner Investors, LLC (the limited partner.) Both the general and limited partners are wholly owned by HHC. (9) 50.5%-owned by HHC, and 49.5%-owned by Hilton New York Corporation, which is wholly-owned by Hilton Holdings, Inc., which is wholly-owned by HHC. (10) 50.25% owned by HHC, and 49.75% owned by Hilton Hospitality, Inc., which is wholly owned by 90210 Corporation, which is wholly-owned by HHC. (11) Inactive. 13 D. AFFILIATES 1. The following are special purpose corporations formed in connection with the operation of beverage service at particular hotels. HHC does not directly or indirectly own any of the shares of these corporations. State of Name of Corporation Incorporation ------------------- ------------- Dallas DBLT Club Texas Hilton Beverage Corporation Louisiana New Orleans Hilton Beverage Corporation Louisiana Tapas Corporation Utah 2. The following nonprofit corporation serves as the owner of the health club at the Washington Hilton & Towers. It is owned by the members of that hotel's health club. HHC does not have any direct or indirect ownership interest in this corporation. State of Name of Corporation Incorporation ------------------- ------------- Washington Hilton Racquet Club District of Columbia 14