SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* GOLDMAN SACHS GROUP INC/ (Last) (First) (Middle) 85 BROAD ST (Street) NEW YORK NY 10004 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol STRATEGIC HOTEL CAPITAL INC [ SLH ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 09/29/2004
	4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/29/2004		C(5)		643,676	A	$0(6)	5,522,854	I	See Footnotes(1)(2)(3)(4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Strategic Hotel Funding, LLC Units (right to acquire)	(6)	09/29/2004		J(5)			2,141,729	(6)	(6)	Strategic Hotel Capital, Inc. Common Stock	2,141,729	(5)(6)	5,106,551	I	See Footnotes(3)(5)(7)
Strategic Hotel Funding, LLC Units (right to acquire)	(6)	09/29/2004		J(5)		643,676		(6)	(6)	Strategic Hotel Capital, Inc. Common Stock	643,676	(5)(6)	5,750,227	I	See Footnotes(3)(5)(7)
Strategic Hotel Funding, LLC Units (right to acquire)	(6)	09/29/2004		C(5)			643,676	(6)	(6)	Strategic Hotel Capital, Inc. Common Stock	643,676	(5)(6)	5,106,551	I	See Footnotes(3)(5)(7)

1. Name and Address of Reporting Person* GOLDMAN SACHS GROUP INC/ (Last) (First) (Middle) 85 BROAD ST (Street) NEW YORK NY 10004 (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* WHSHC, L.L.C. (Last) (First) (Middle) 85 BROAD STREET, 10TH FL (Street) NEW YORK NY 10004 (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* W9/WHSHC, L.L.C. I (Last) (First) (Middle) 85 BROAD STREET, 10TH FL (Street) NEW YORK NY 10004 (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* WH Advisors, L.L.C., VII (Last) (First) (Middle) 85 BROAD STREET 10TH FLOOR (Street) NEW YORK NY 10004 (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* BRIDGE STREET FUND 1997 LP (Last) (First) (Middle) 85 BROAD STREET 212-902-1000 (Street) NEW YORK NY 10004 (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* Stone Street 1997, L.L.C. (Last) (First) (Middle) 85 BROAD STREET 10TH FLOOR (Street) NEW YORK NY 10004 (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* STONE STREET FUND 1997 LP (Last) (First) (Middle) 85 BROAD STREET 212-902-1000 (Street) NEW YORK NY 10004 (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* STONE STREET REAL ESTATE FUND 1997 LP (Last) (First) (Middle) 85 BROAD STREET 212-902-1000 (Street) NEW YORK NY 10004 (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* STONE STREET WHSHC CORP (Last) (First) (Middle) 85 BROAD STREET, 10TH FL (Street) NEW YORK NY 10004 (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* WHITEHALL STREET REAL ESTATE LIMITED PARTNERSHIP VII (Last) (First) (Middle) 85 BROAD ST (Street) NEW YORK NY 10004 (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. This statement is being filed by WHSHC, L.L.C. (WHSHC LLC), W9/WHSHC, L.L.C. I (W9 LLC), Whitehall Street Real Estate Limited Partnership, VII (Whitehall Real Estate VII), Whitehall Street Real Estate Limited Partnership, IX (Whitehall Real Estate IX), Bridge Street Fund 1997, L.P. (Bridge 1997), Stone Street Fund 1997, L.P. (Stone 1997), Bridge Street Real Estate Fund 1997, L.P. (Bridge Real Estate 1997), Stone Street Real Estate Fund 1997, L.P. (Stone Real Estate 1997), Stone Street WHSHC Corporation (Stone Street Corp.), Bridge Street Real Estate Fund 1998, L.P. (Bridge Real Estate 1998), Stone Street Real Estate Fund 1998, L.P. (Stone Real Estate 1998), Stone Street W9/WHSHC Corp. (Stone W9 Corp.), WH Advisors, L.L.C., VII (WH Advisors VII), Stone Street 1997, L.L.C. (Stone 1997 LLC), Stone Street 1997 Realty, L.L.C. (Stone 1997 Realty), WH Advisors, L.L.C., IX (WH Advisors IX), (continued in footnote 2),

2. Stone Street 1998 Realty, L.L.C. (Stone 1998 Realty) and The Goldman Sachs Group, Inc. ("GS Group", together with WHSHC LLC, W9 LLC, Whitehall Real Estate VII, Whitehall Real Estate IX, Bridge 1997, Stone 1997, Bridge Real Estate 1997, Stone Real Estate 1997, Stone Street Corp., Bridge Real Estate 1998, Stone Real Estate 1998, Stone W9 Corp., WH Advisors VII, Stone 1997 LLC, Stone 1997 Realty, WH Advisors IX and Stone 1998 Realty, the "Reporting Persons"). Due to the electronic system's limitation of 10 Reporting Persons per joint filing, this statement is being filed in duplicate.

3. Strategic Hotel Capital, L.L.C. ("SHC LLC") is controlled in part by WHSHC LLC and W9 LLC. The members of WHSHC LLC are, Whitehall Real Estate VII, Bridge 1997, Stone 1997, Bridge Real Estate 1997, Stone Real Estate 1997 and Stone Street Corp. The members of W9 LLC are Bridge 1997, Stone 1997, Stone Street Corp., Whitehall Real Estate IX, Stone Real Estate 1998, Bridge Real Estate 1998 and Stone W9 Corp. WH Advisors VII is the general partner of Whitehall Real Estate VII, Stone 1997 LLC is the general partner of Bridge 1997 and St one 1997, Stone 1997 Realty is the general partner of Bridge Real Estate 1997 and Stone Real Estate 1997, WH Advisors IX is the general partner of Whitehall Real Estate IX, Stone 1998 Realty is the general partner of Bridge Real Estate 1998 and Stone Real Estate 1998. The Reporting Persons each disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.

4. The Reporting Persons, other than WHSHC LLC and W9 LLC, may be deemed to beneficially own indirectly 5,522,854 shares of Strategic Hotel Capital, Inc. ("SHC") common stock, par value $0.01 per share ("Common Stock") by reason of WHSHC LLC and W9 LLC direct ownership of such shares. WHSHC LLC beneficially owns directly 2,854,554 shares of Common Stock and W9 LLC beneficially owns directly 2,668,300 shares of Common Stock.

5. The Strategic Hotel Funding, L.L.C. ("SHC Funding") membership units are exchangeable for shares of Common Stock. On September 29, 2004, SHC LLC distributed, in aggregate, 2,141,729 SHC Funding membership units to its equity owners, which include WHSHC LLC and W9 LLC, on a pro rata basis for no consideration. Pursuant to that distribution, WHSHC LLC received 332,692 SHC Funding membership units which it exchanged for an equal amount of Common Stock and W9 LLC received 310,984 SHC Funding membership units which it exchanged for an equal amount of Common Stock.

6. Holders of membership units are entitled to present them for redemption for a cash amount equal to the then-fair market value of an equal number of shares of Common Stock or, in SHC's sole discretion, an equal number of shares of Common Stock. Units are immediately eligible to be presented for redemption or become eligible as of June 29, 2005. There is no expiration date.

7. The Reporting Persons may be deemed to beneficially own indirectly 5,106,551 SHC Funding membership units by reason of Strategic Hotel Capital Limited Partnership's ("SHC LP") direct ownership of 5,106,551 SHC Funding membership units. SHC LLC is the general partner of SHC LP.

	s/ Ted Chang, Attorney-in-fact	10/01/2004
	s/ Ted Chang, Attorney-in-fact	10/01/2004
	s/ Ted Chang, Attorney-in-fact	10/01/2004
	s/ Ted Chang, Attorney-in-fact	10/01/2004
	s/ Ted Chang, Attorney-in-fact	10/01/2004
	s/ Ted Chang, Attorney-in-fact	10/01/2004
	s/ Ted Chang, Attorney-in-fact	10/01/2004
	s/ Ted Chang, Attorney-in-fact	10/01/2004
	s/ Ted Chang, Attorney-in-fact	10/01/2004
	s/ Ted Chang, Attorney-in-fact	10/01/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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