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): January 30, 2002


                MERISTAR HOSPITALITY OPERATING PARTNERSHIP, L.P.
             (Exact name of registrant as specified in its charter)


         DELAWARE                                             75-264883735
(State or other jurisdiction    (Commission File              IRS Employer
     of incorporation)               Number)              Identification Number)


                           1010 Wisconsin Avenue, N.W.
                             Washington, D.C. 20007
                    (Address of principal executive offices)


       Registrant's telephone number, including area code: (202) 295-1000



                                                                          Page 2



ITEM 5.  OTHER EVENTS

On January 30, 2002, Meristar Hospitality Corporation issued the press release
attached as Exhibit 99.1.


ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS


Exhibit Number                  Title
- --------------                  -----

     99.1                       Press Release of Meristar Hospitality
                                Corporation dated January 30, 2002.







                                                                          Page 3



                                   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.

Date:  January 31, 2002


                                MERISTAR HOSPITALITY OPERATING PARTNERSHIP, L.P.



                                By:  /s/ Christopher L. Bennett
                                     ------------------------------------------
                                     Christopher L. Bennett
                                     Senior Vice President and General Counsel