November 9, 2005

Mail Stop 4561

Jon D. Kline
Chief Financial Officer
Sunstone Hotel Investors, Inc.
903 Calle Amanceer, Suite 100
San Clemente, CA 92673

      Re:	Sunstone Hotel Investors, Inc.
		Form S-3 filed on October 27,2005
		File No.  333-129258

Dear Mr. Kline:

      We have limited our review of your filing to those issues we
have addressed in our comments. Where indicated, we think you
should
make changes in response to these comments.  If you disagree, we
will
consider your explanation as to why our comment is inapplicable.
Please be as detailed as necessary in your explanation.  Please be
as
detailed as necessary in your explanation.  In some of our
comments,
we may ask you to provide us with information so we may better
understand your disclosure.  After reviewing this information, we
may
raise additional comments.
      Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.
Selling Stockholders, page 30

1. For each of your selling stockholders that is a private entity,
please:

* identify the natural person who controls the investment
decision,
to the extent you have not already done so; and

* please identity any of the selling shareholders who are broker-
dealers or who are affiliated with broker-dealers.

Please note, a registration statement registering the resale of
shares being offered by broker-dealers must identify the broker-
dealers as underwriters if the shares were not issued as
underwriting
compensation.

2. For selling shareholders that are affiliates of broker-dealers,
please provide an analysis showing that the resale of these
securities is not an indirect primary offering.  Your analysis
should
address the following points:

* how long the selling shareholders have held the securities,

* the circumstances under which the selling shareholders received
the
securities,

* the selling shareholders` relationship to the issuer,

* the amount of securities involved,

* whether the sellers are in the business of underwriting
securities,
and

* whether under all the circumstances it appears that the seller
is
acting as a conduit for the issuer.

Assuming the resale of securities by affiliates of broker-dealers
is
not an indirect primary offering, you must clearly state in your
prospectus that:

* the seller purchased in the ordinary course of business; and

* at the time of the purchase of the securities to be resold the
seller had not agreements or understandings, directly or
indirectly,
with any person to distribute the securities.

      As appropriate, please amend your filing in response to
these
comments.  You may wish to provide us with marked copies of the
amendment to expedite our review.  Please furnish a cover letter
with
your amendment that keys your responses to our comments and
provides
any requested supplemental information.  Detailed cover letters
greatly facilitate our review.  Please understand that we may have
additional comments after reviewing your amendment and responses
to
our comments.

      We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

      In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:
* the company is responsible for the adequacy and accuracy of the
disclosure in the filing;
* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and
* the company may not assert staff comments and the declaration of
effectiveness as defense in any proceeding initiated by the
Commission or any person under the federal securities laws of the
United States.
      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in connection with our review of
your
filing or in response to our comments on your filing.

      You may contact Geoffrey Ossias at 202-551-3404 or me at
202-
551-3780 with any other questions.


Sincerely,



Elaine Wolff
Branch Chief


cc: 	Alison Ressler (via fax, 310-712-8800)

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Jon D. Kline
Sunstone Hotel Investors, Inc.
November 9, 2005
Page 1