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 24, 2003
MERISTAR HOSPITALITY OPERATING MERISTAR HOSPITALITY FINANCE
PARTNERSHIP, L.P. CORP
(Exact name of registrant as (Exact name of registrant as
specified in its Charter) specified in its Charter)
DELAWARE DELAWARE
(State of Incorporation) (State of Incorporation)
75-2648837 52-2321015
(IRS Employer Identification No.) (IRS Employer Identification No.)
MERISTAR HOSPITALITY FINANCE MERISTAR HOSPITALITY FINANCE
CORP II CORP III
(Exact name of registrant as (Exact name of registrant as
specified in its Charter) specified in its Charter)
DELAWARE DELAWARE
(State of Incorporation) (State of Incorporation)
73-1658708 46-0467463
(IRS Employer Identification No.) (IRS Employer Identification No.)
4501 N. Fairfax Drive
Arlington, VA 22203
(Address, including zip code, of Principal Executive Offices
of all of the above registrants)
Registrants' telephone number, including area code: (703) 812-7200
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits:
EXHIBIT NO. DESCRIPTION
- ----------- -----------
1.1 Underwriting Agreement, dated as of September 24, 2003, by and
among MeriStar Hospitality Corporation, Lehman Brothers Inc.
and Citigroup Global Markets Inc., incorporated by reference
to Exhibit 1.1 of the Current Report on Form 8-K filed by
MeriStar Hospitality Corporation on October 1, 2003 (File
Number 1-11903).
99.1 Press Release, dated September 29, 2003, incorporated by
reference to Exhibit 99.1 of the Current Report on Form 8-K
filed by MeriStar Hospitality Corporation on October 1, 2003
(File Number 1-11903).
* The information furnished under Item 9 of this Current Report
on Form 8-K, including Exhibit 99.1, shall not be deemed
"filed" for the purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to the
liabilities of that section.
ITEM 9. Regulation FD Disclosure
The registrants are furnishing the press release announcing the
offering by MeriStar Hospitality Corporation of 12,000,000 shares of its common
stock, which is attached as Exhibit 99.1 to this report and incorporated by
reference into this item.
SIGNATURE
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: September 30, 2003
MERISTAR HOSPITALITY OPERATING PARTNERSHIP, L.P.
MERISTAR HOSPITALITY FINANCE CORP.
MERISTAR HOSPITALITY FINANCE CORP. II
MERISTAR HOSPITALITY FINANCE CORP. III
By: MERISTAR HOSPITALITY CORPORATION,
ITS GENERAL PARTNER
By: /s/ Jerome J. Kraisinger
----------------------------------
Jerome J. Kraisinger
Executive Vice President, Secretary and
General Counsel
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
- ----------- -----------
1.1 Underwriting Agreement, dated as of September 24, 2003, by and
among MeriStar Hospitality Corporation, Lehman Brothers Inc.
and Citigroup Global Markets Inc., incorporated by reference
to Exhibit 1.1 of the Current Report on Form 8-K filed by
MeriStar Hospitality Corporation on October 1, 2003 (File
Number 1-11903).
99.1 Press Release, dated September 29, 2003, incorporated by
reference to Exhibit 99.1 of the Current Report on Form 8-K
filed by MeriStar Hospitality Corporation on October 1, 2003
(File Number 1-11903).