SCHEDULE 14A
                                 (RULE 14A-101)

                            SCHEDULE 14A INFORMATION

                PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE
                SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. )

         Filed by the Registrant [X]
         Filed by a Party other than the Registrant [ ]

         Check the appropriate box:
         [_]      Preliminary Proxy Statement
         [_]      Confidential, for Use of the Commission Only (as permitted by
                  Rule 14a-6(e)(2))
         [_]      Definitive Proxy Statement
         [_]      Definitive Additional Materials
         [X]      SOLICITING MATERIAL PURSUANT TO SECTION 240.14A-11(c) OR
                  Section 240.14a-12

                        MERISTAR HOSPITALITY CORPORATION
                        --------------------------------
                (Name of Registrant as Specified In Its Charter)

                                       N/A
    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

         [X]      No fee required.

         [_]      Fee computed on table below per Exchange Act Rules 14a-6(i)(1)
                  and 0-11.

                  (1)      Title of each class of securities to which
                           transaction applies:

                  (2)      Aggregate number of securities to which transaction
                           applies:

                  (3)      Per unit price or other underlying value of
                           transaction computed pursuant to Exchange Act Rule
                           0-11 (set forth the amount on which the filing fee is
                           calculated and state how it was determined):

                  (4)      Proposed maximum aggregate value of transaction:

                  (5)      Total fee paid:



         [_]      Fee paid previously with preliminary materials.

         [_]      Check box if any part of the fee is offset as provided by
                  Exchange Act Rule 0-11(a)(2) and identify the filing for which
                  the offsetting fee was paid previously. Identify the previous
                  filing by registration statement number, or the Form or
                  Schedule and the date of its filing.

                  (1)      Amount Previously Paid:

                  (2)      Form, Schedule or Registration Statement No.:

                  (3)      Filing Party:

                  (4)      Date Filed:

On September 4, 2001, FelCor Lodging Trust Incorporated ("FelCor") and FelCor
Lodging Limited Partnership ("FelCor Partnership") filed with the SEC their
Amendment No. 3 to the Registration Statement (the "Registration Statement") on
Form S-4, File No. 333-62510. In that Registration Statement, FelCor and
MeriStar Hospitality Corporation ("MeriStar") filed preliminary joint proxy
materials. Those materials contain a detailed preliminary description of the
proposed business combination transaction involving FelCor and MeriStar as well
as updated information with respect to the persons who will be participating in
the solicitation of proxies from MeriStar's stockholders in favor of the
proposed transaction. The information contained in the Registration Statement of
FelCor and FelCor Partnership on Form S-4 is incorporated in this filing by
reference. You are encouraged to read the preliminary proxy materials as well as
the definitive joint proxy statement and prospectus, once it becomes available,
before you make any decision in respect of the proposed transaction. The
Registration Statement on Form S-4 of FelCor and FelCor Partnership can be
retrieved, free of charge, from the SEC's EDGAR database located at its web site
at http//www.sec.gov. In addition, investors may obtain a copy of the
Registration Statement from MeriStar free of charge by contacting:

Melissa Thompson
Director, Corporate Communications
MeriStar Hospitality Corporation
(202) 295-2228

IN ADDITION TO THE REGISTRATION STATEMENT ON FORM S-4, THE JOINT PROXY STATEMENT
AND PROSPECTUS AND THE OTHER DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE
PROPOSED TRANSACTION, BOTH FELCOR AND MERISTAR ARE OBLIGATED TO FILE ANNUAL,
QUARTERLY AND CURRENT REPORTS, PROXY STATEMENTS AND OTHER INFORMATION WITH THE
SEC. YOU MAY READ AND COPY ANY REPORTS, PROXY STATEMENTS AND OTHER INFORMATION
FILED WITH THE SEC AT THE SEC'S PUBLIC REFERENCE ROOMS AT 450 FIFTH STREET,
N.W., WASHINGTON, D.C. 20549 OR AT THE OTHER PUBLIC REFERENCE ROOMS IN NEW YORK,
NEW YORK AND CHICAGO, ILLINOIS. PLEASE CALL THE SEC AT 1-800-SEC-0330 FOR
FURTHER INFORMATION ON PUBLIC REFERENCE ROOMS. FILINGS WITH THE SEC ALSO ARE
AVAILABLE TO THE PUBLIC FROM COMMERCIAL DOCUMENT RETRIEVAL SERVICES AND AT THE
WEB SITE MAINTAINED BY THE SEC AT WWW.SEC.GOV.

MeriStar will be, and certain other persons named below may be, soliciting
proxies from MeriStar's stockholders in favor of the transaction. Some of the
directors and executive officers of MeriStar and some of



the directors and executive officers of FelCor may be deemed to be participants
in MeriStar's solicitation of proxies.

The participants in the solicitation include the following directors and
officers of MeriStar:

NAME                                            TITLE
- ----                                            -----

James F. Dannhauser                    Director
Daniel R. Doctoroff                    Director
John Emery                             Director, Chief Operating Officer
William S. Janes                       Director
Steven D. Jorns                        Vice Chairman of the Board and Director
H. Cabot Lodge III                     Director
D. Ellen Shuman                        Director
Paul W. Whetsell                       Chairman of the Board, Director and Chief
                                       Executive Officer
Bruce G. Wiles                         Director, President and Chief Investment
                                       Officer
James R. Worms                         Director
Bruce Riggins                          Director of Finance
Christopher L. Bennett                 Vice President, Legal and Secretary
Melissa Thompson                       Director of Corporate Communications