UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
FILED PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): SEPTEMBER 9, 1997
CAPSTAR HOTEL COMPANY
(Exact name of registrant as specified in its charter)
DELAWARE 1-12017 52-1979383
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification
Number)
1010 WISCONSIN AVENUE, N.W.
SUITE 650
WASHINGTON, D.C. 20007
(Address of principal executive offices)
Registrant's telephone number, including area code: (202) 965-4455
ITEM 5. Other Events
For purposes of incorporating by reference into the
Registration Statement of CapStar Hotel Company (the "Company") on
Form S-3 (File No. 333-34253), the financial statements of the
National Airport Hilton as of and for the periods ended June 30,
1997 and December 31, 1996 as required by Rule 3-05 of Regulation
S-X are attached hereto as Exhibit 99.1. For purposes of
incorporating by reference into the Company's Registration
Statement on Form S-3 (File No. 333-34253), the unaudited pro
forma condensed consolidated financial statements of the Company
as of and for the six months ending June 30, 1997 and for the
year ended December 31, 1996 as required by Article 11 of
Regulation S-X are attached hereto as Exhibit 99.2.
ITEM 7. Financial Statements, Pro Forma Financial Information and
Exhibits
(c) Exhibits
Exhibit
Number
99.1 Balance Sheets as of June 30, 1997 (unaudited) and
December 31, 1996 and Statements of Operations, Owners'
Deficit and Cash Flows for the six months ended June 30,
1997 (unaudited) and the year ended December 31, 1996
for the National Airport Hilton with accompanying notes
and Independent Auditors' Report.
99.2 Unaudited Pro Forma Condensed Consolidated Balance Sheet
as of June 30, 1997 and Unaudited Pro Forma Condensed
Consolidated Statements of Operations for the six months
ended June 30, 1997 and for the year ended December 31,
1997 with accompanying notes.
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 hereto duly authorized.
Date: September 9, 1997
CAPSTAR HOTEL COMPANY
By: /s/ JOHN EMERY
-----------------
John Emery
Chief Financial Officer
EXHIBIT INDEX
Exhibit Number
99.1 Balance Sheets as of June 30, 1997 (unaudited) and
December 31, 1996 and Statements of Operations, Owners'
Deficit and Cash Flows for the six months ended June 30,
1997 (unaudited) and the year ended December 31, 1996
for the National Airport Hilton with accompanying notes
and Independent Auditors' Report.
99.2 Unaudited Pro Forma Condensed Consolidated Balance Sheet
as of June 30, 1997 and Unaudited Pro Forma Condensed
Consolidated Statements of Operations for the six months
ended June 30, 1997 and for the year ended December 31,
1997 with accompanying notes.