0000950134-01-506841.txt : 20011009
0000950134-01-506841.hdr.sgml : 20011009
ACCESSION NUMBER: 0000950134-01-506841
CONFORMED SUBMISSION TYPE: RW
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20010928
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: FELCOR LODGING L P
CENTRAL INDEX KEY: 0001048789
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
IRS NUMBER: 752544994
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: RW
SEC ACT:
SEC FILE NUMBER: 333-62510-01
FILM NUMBER: 1747034
BUSINESS ADDRESS:
STREET 1: 545 E. JOHN CARPENTER FREEWAY
STREET 2: SUITE 1300
CITY: IRVING
STATE: TX
ZIP: 75062
BUSINESS PHONE: 9724444900
FORMER COMPANY:
FORMER CONFORMED NAME: FELCOR SUITES LP
DATE OF NAME CHANGE: 19971030
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: FELCOR LODGING TRUST INC
CENTRAL INDEX KEY: 0000923603
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
IRS NUMBER: 752541756
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: RW
SEC ACT:
SEC FILE NUMBER: 333-62510
FILM NUMBER: 1747033
BUSINESS ADDRESS:
STREET 1: 545 E JOHN CARPENTER FREEWAY
STREET 2: SUITE 1300
CITY: IRVING
STATE: TX
ZIP: 75062
BUSINESS PHONE: 9724444900
MAIL ADDRESS:
STREET 1: 545 E JOHN CARPENTER FREEWAY
STREET 2: SUITE 1300
CITY: IRVING
STATE: TX
ZIP: 75062
FORMER COMPANY:
FORMER CONFORMED NAME: FELCOR SUITE HOTELS INC
DATE OF NAME CHANGE: 19940523
RW
1
d91008rwrw.txt
REQUEST FOR WITHDRAWAL OF REGISTRATION STATEMENT
1
FELCOR LODGING TRUST INCORPORATED
FELCOR LODGING LIMITED PARTNERSHIP
545 E. JOHN CARPENTER FREEWAY, SUITE 1300
IRVING, TEXAS 75062
September 27, 2001
Securities and Exchange Commission
Division of Corporate Finance
450 5th Street, N.W.
Washington, D.C. 20549
Re: FelCor Lodging Trust Incorporated and FelCor Lodging Limited
Partnership, Application for Withdrawal of Form S-4
Registration Statement (Commission File No. 333-62510)
Ladies and Gentlemen:
Pursuant to Rule 477(a) promulgated under the Securities Act of 1933, as
amended, FelCor Lodging Trust Incorporated, a Maryland corporation ("FelCor"),
and FelCor Lodging Limited Partnership, a Delaware limited partnership ("FelCor
OP"), hereby apply for an Order granting the withdrawal of their Registration
Statement on Form S-4, Commission File No. 333-62510 (the "Registration
Statement"). The Registration Statement was originally filed with the Securities
and Exchange Commission (the "Commission") on June 7, 2001 and was declared
effective on September 12, 2001.
The Registration Statement was filed to register the issuance of the following:
(1) 41,983,828 shares of FelCor's common stock, $0.01 par value
per share;
(2) 2,769,305 common limited partnership units of FelCor OP;
(3) 755,954 Series C preferred limited partnership units of FelCor
OP; and
(4) 392,157 Series D preferred limited partnership units of FelCor
OP.
The foregoing securities had been expected to be issued in connection with the
proposed mergers of MeriStar Hospitality Corporation, a Maryland corporation
("MeriStar"), with and into FelCor and of a subsidiary of FelCor OP with and
into MeriStar Hospitality Operating Partnership, L.P., a Delaware limited
partnership ("MeriStar OP"), pursuant to an Agreement and Plan of Merger dated
as of May 9, 2001, as amended. By agreement dated September 21, 2001, FelCor,
FelCor OP, MeriStar, and MeriStar OP terminated the Agreement and Plan of Merger
and the related merger transactions. No shares or units were issued or sold in
connection with the proposed transactions.
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Accordingly, we request that an Order granting the withdrawal of the
Registration Statement be issued by the Commission.
If you have any questions regarding this application for withdrawal, please
contact Lawrence Robinson, Executive Vice President and General Counsel, at
(972) 444-4900, or FelCor's outside legal counsel, Robert Dockery, of Jenkens &
Gilchrist, a Professional Corporation, at (214) 855-4500.
Sincerely,
FelCor Lodging Trust Incorporated,
a Maryland corporation
By: /s/ Lawrence D. Robinson
-----------------------------------
Lawrence D. Robinson,
Executive Vice President and
General Counsel
FelCor Lodging Limited Partnership,
a Delaware limited partnership
By: FelCor Lodging Trust Incorporated,
Its General Partner
By: /s/ Lawrence D. Robinson
-------------------------------
Lawrence D. Robinson,
Executive Vice President and
General Counsel
2