SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Stedman Trent (Last) (First) (Middle) 799 CENTRAL AVE, SUITE 350 (Street) HIGHLAND IL 60035 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 03/25/2009	3. Issuer Name and Ticker or Trading Symbol STRATEGIC HOTELS & RESORTS, INC [ BEE ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Series B Preferred Stock, $0.01 par value per share	499,700	I	See Remark for footnote 1 See footnote 2(1)(2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* Stedman Trent (Last) (First) (Middle) 799 CENTRAL AVE, SUITE 350 (Street) HIGHLAND IL 60035 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* NV North American Opportunity Fund (Last) (First) (Middle) 799 CENTRAL AVE, SUITE 350 (Street) HIGHLAND IL 60035 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Millennium Group LLC (Last) (First) (Middle) 799 CENTRAL AVE SUITE 350 (Street) HIGHLAND PARK IL 60035 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* HPP GP LLC (Last) (First) (Middle) 799 CENTRAL AVE, SUITE 350 (Street) HIGHLAND IL 60035 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Highland Park Partners Fund LP (Last) (First) (Middle) 799 CENTRAL AVE, SUITE 350 (Street) HIGHLAND IL 60035 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. See remark for footnote 1

2. Subsequent to the acquisition on March 25, 2009, the Reporting Owners made three additional acquisitions of Series B Preferred Stock. Specifically, on March 27, 2009 the Reporting Owners acquired 2,500 shares of Series B Preferred Stock; on March 30, 2009, the Reporting Owners acquired 200 shares of Series B Preferred Stock; and on March 31, 2009, the Reporting Owners acquired 2,800 shares of Series B Preferred Stock. These purchases are reflected in a Form 4 filed contemporaneously herewith

Remarks:

NV North American Opportunity Fund directly beneficially owns 402,200 shares of Series B Preferred Stock. Millennium Group LLC is the investment manager of NV North American Opportunity Fund. Highland Park Partners Fund LP directly beneficially owns 97,500 shares of Series B Preferred Stock. HPP GP LLC is the general partner of Highland Park Partners Fund LP. Trent Stedman is a member of Millennium Group LLC and is also the sole member of HPP GP LLC. Trent Stedman, by virtue of his relationship to NV North American Opportunity Fund, Millennium Group LLC, Highland Park Partners Fund LP, and HPP GP LLC, may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Act) the shares of Series B Preferred Stock subject to this filing. The percentage of beneficial ownership of 10.86% (or 499,700 shares of Series B Preferred Stock) is based on 4,600,000 shares of Series B Preferred Stock outstanding as of February 27, 2009 (as set forth on the Issuer's Form S-3, filed on March 4, 2009 with the Securities and Exchange Commission).

	/s/ Trent Stedman*	04/02/2009
	Millennium Group, LLC, by Trent Stedman, Member*	04/02/2009
	NV North American Opportunity fund, by: Millennium Group LLC, the investment manager, by Trent Stedman, sole member*	04/02/2009
	HPP GP LLC, by Trent Stedman, sole member*	04/02/2009
	Highland Park Partners Fund LP, by HPP GP LLC, the general partner, by Trent Stedman, sole member*	04/02/2009
	*By Barton Aronson, as attorney-in-fact pursuant to power of attorney dated 4/2/09	04/02/2009
	** Signature of Reporting Person	Date
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